A True Chance
by DeenaTweety
Summary: Regina is teetering on the brink of death and defeat when a powerful magic saves her from destruction. The price: her life as she knows it is wiped away, along with her memories. Now she has the chance to grow up without the weight of her past on her shoulders-but how much will it take to keep the past at bay? With the opposition mounting against her, can she really stay good?
1. All Magic Comes With a Price

**A/N:**

Okay! I just want to say… hello! This is my first OUAT fic ever! I've been majorly writer's blocked on all my other stories and writing this has helped me get out of my little funk. I have a few chapters written already, so updates should be pretty frequent!

I just want to start out by saying that this story follows right up to around the middle/end of the 2nd season and then it really goes off the rails from there. It was inspired by (SPOILER) the part where August turns back into a little kid.

Just remember that this story is pretty much AU. I plan to keep it as canon as possible but there will probably be some changes for the sake of this fic. :) Please don't hurt me!

This starts out and I'm worried that it'll be a little bit confusing. It will all be explained in time! Just know that right now, the whole town is sort of falling apart and everyone is getting portal-ed back to Fairytale Land with a bang.

Please enjoy!

* * *

Regina had never felt more alive, had never felt such a strong desire to _live_, than when she was on the edge of death and defeat.

It was really all over, and she had lost everything—her mother, Henry, her life. She'd been so close to winning. She had been on the very brink of victory, so very close to defeating Emma and Snow White and keeping Henry for herself. Where had it all gone wrong? Why did this have to happen to her?

She had led a life of disappointment, and in the end she realized that all she wanted was her happy ending.

_Regina and Henry moved to the Enchanted Forest and lived happily ever after…_

A wave of pain made its way through her whole body. She opened eyes that she hadn't even realized were closed and saw the destruction all around her. She was dying now, and there was truly nothing that could save her. Her heart hurt and the physical pain in her body wasn't the only reason why. The very bringers of her death, the people who had made her life so very unbearable were there to _console_ her.

"Regina…" Snow's delicate voice drifted into her ears and soft hands held her up. She focused on Snow's face, and then on Emma's. "Regina, I'm so sorry." Her voice was cracking with emotion, and Regina felt a surge of hatred that hurt her already black heart. _You're not sorry. You are a liar!_

Emma kneeled next to her as well, looking tired and pale. Someone was cradling her head in their hands and she didn't know who it was; all she knew was that she was dying in the arms of her enemies.

"I'm dying…" her voice was weak, but she wanted to scream. She wanted to give Snow White some scathing last words, she wanted her to feel sorry for the rest of her life. "Snow, you…" A sharp pain in her stomach stopped her from speaking.

"Shh," Snow soothed, tears running down her face. Pale, cool hands smoothed down her cheeks and she would have winced if it wouldn't have been so painful. "Regina, it'll only hurt worse if you speak."

She tried to look down at her stomach where Emma's magic blade lie, but Snow's hands guided her head away from the sight.

"She's right, Mary Margaret," Emma said, her voice just as tired as her mother's. "She's dying."

Regina heard Snow sniffle and let out a cry. "I know. I just…"

A loud crash sounded from somewhere that Regina's dulling senses couldn't pinpoint. Emma jumped. "It's almost time. We have to go…" She sounded guilty as she said it. _Good._

She heard footsteps coming toward them and then Charming say, "It's time. What are we…" he must have seen her then, because he became silent. Then, "Henry, we should—"

"Mom?"

Regina gasped and opened her eyes once again. Henry was standing next to Charming, eyes wide and full of tears. "What happened? Is she—is she gonna be okay?"

"Henry," Emma's voice was full of sorrow now, but Emma was the last thing on Regina's mind. A medley of voices suddenly blended together and she could no longer tell who was talking, and she no longer cared. _Oh Henry_, she wanted to cry, she wanted to scream. Her sweet, sweet baby. Oh, the things she would have done at that moment, the mountains she would have moved, to hold him one last time.

Her whole life did not flash before her eyes—only a small part of it. The part where she had Henry. She remembered when he was a baby. She remembered singing to him, reading him bedtime stories. She remembered soothing his bumps and scrapes. She remembered his first day of school. She remembered his embrace, his smell, the softness of his baby hair.

She remembered Cora's last words.

_You would have been enough._

Her heart had been so full of hate, but now she felt it lifting, melting away. _Henry_… She wished, oh how she wished that she could have been different. She wished… _She wished_...

"Regina."

A voice echoed in her mind. She blinked through her pain. This voice wasn't Emma's or Snow's. It was…

"Don't speak, Regina." Her vision was filled with bright blue light. "You have made a wish from deep within your heart, and I'm here to grant it. But remember, all magic has a price."

She didn't understand. What was happening? She tried to look down at her body but she was blinded by a bright, shining light. Was this the Blue Fairy?

"You have made a true wish from your soul, the part of your soul that was still good," she said, her voice sweet and benevolent. "This is the one last thing I'll do for you, Regina. You'll get to start over and you'll get to be with Henry."

She felt a light tap on the crown of her head, and the Blue Fairy continued, "The price is this: You will be at the mercy of your enemies for the rest of your life. You will never be able to use magic, and you will never, ever be queen."

Regina had no time to think the deal over, and no time to agree or disagree.

The blue light faded, and with it went her pain. She could no longer feel the blade in her body, and she couldn't feel the thorns in her heart. She felt a wonderful warm light envelope her body. She felt so happy she could cry.

Where was she? Who was she?

She felt a pair of arms scoop her up, and the warmth that came from them.

She knew she was safe.

* * *

Emma, as tough as she was, had never felt more horrified as she did the moment Mr. Gold's sword had sunk into Regina's flesh.

The world was falling apart. Bits and pieces of buildings and cars and _magic_ were flying everywhere as the portal to the Enchanted Forest appeared in the middle of town.

Regina's work, as usual.

She'd had plans to take Henry away and destroy the town, but Emma could safely say that that plan hadn't worked _at all_. As relieved as Emma was to have saved Henry from Regina's clutches, there was still the issue of the portal spinning and whirling and sucking up cars and people and whatever was in its path. There was no stopping it now—the portal was out of control and they were all heading straight into Fairytale Land whether they liked it or not.

Somewhere, in the middle of all that chaos, Regina had shown up, determined to see her plan through at whatever cost. Words were exchanged, blows were made, and in less than thirty seconds, a long, long blood feud had come to an end.

Emma had used a magical sword to strike down Regina. A sword cursed so that whomever it touched would not be able to come back to life—at least that's what Mr. Gold had told her when he'd thrust it toward her a few moments ago.

In the moment, she'd really thought she was doing the right thing by killing Regina, but now, as the mayor lie on the ground dying, she wasn't so sure. Henry's broken voice at the sight of his adopted mother only confirmed her doubts.

"Oh, no," Mary Margaret murmured, her compassionate eyes shining on Regina, tears running down her face. Regina was limp now, her body broken and dying. Emma felt tears in her own eyes. Regina was evil and malicious, and for the whole of her mother's life had tormented her and cursed her. She had ruined countless lives—almost every person in town had been personally targeted by her at some point in their lives, whether it was in this world or in the Enchanted Forest.

So how come it felt like she was doing an evil thing by ending her life?

"Henry, I'm so sorry," Emma's said, looking into his eyes. His face was pale and he looked so sad that she couldn't bear it.

"Emma, you did the only thing you could do," David said, holding Henry's shoulders and standing rigid and still, even as the portal grew larger and louder. They would need to jump in fast, before the power swelled and burnt out. Storybrooke would soon be destroyed, and the people of the town were running and jumping into the vortex and back into their own world before they could be left behind.

"This is wrong," Emma said. The horror was finally sinking in: she had killed Regina. She had taken a life.

"Emma, I know," Mary Margaret finally spoke up. "But now, we need to be strong and jump into the portal before it's too late."

Emma looked back at Regina, who was still barely clinging onto the last of her life. Her eyes were closed and her breathing was becoming shallow. "Is there anything—is there any way we can…"

"That sword is cursed," Mary Margaret said softly. "Mr. Gold said so. I think… I think it's over." She blinked away tears and touched Regina's face. "All we can do now is be here for her."

"No, there has to be something else we can do!" Henry finally spoke and broke out of David's hold to kneel beside Regina. A sob broke free from Emma's chest; Henry's hope, his absolute love and faith broke her heart. And it was all her fault.

"No, kid," Emma said, determined not to lie to him ever again. Especially now that she had done this, she would never let him down ever again, even if the truth was hard. "This is it."

"No," big fat tears rolled down his cheeks, reminding her that as mature as he was, he was still just a kid. "There has to be something you can do! You're the heroes, you're—" he had to stop talking for a moment to wipe at his nose. "There has to be something…"

Regina's eyes fluttered open for a second and everyone froze. She looked at Henry for a moment, and then shut her eyes once more. She let out one last breath and went quiet.

The small group was quiet, despite the rage and destruction that was going on outside. Almost everyone in town had gone through the portal, and they were the only ones left.

"Regina as we know her has drawn her last breath," a voice broke through their silence. They all looked up to see the Mother Superior, her face sad and serious.

"Mother Superior, what are you still doing here?" Mary Margaret asked, her eyes wide with concern.

"I stayed behind to make sure everyone got into the portal," she replied calmly, her eyes fixed on Regina. "And they all did… except for you. But that's not why I'm here right now."

"We should all get into the portal right now, before we get left behind," David said suddenly, the Blue Fairy's words suddenly reminding him.

"Now is not the time to worry about the portal," the blue-clad nun said, her voice neither urgent nor angry. "We'll all make it through. But right now, I'm here to grant a wish. Two wishes, actually." She looked pointedly at Henry.

"I don't know if now is the best time," Emma replied.

"Now is the only time, I'm afraid," she said, looking toward the portal that swirled violently outside. "Right now, magic is filling the air—I've never felt it so strongly here before. I could cast any spell, or grant any wish in this very moment. And I'm choosing to do so now."

Emma could admit that she felt it too. There was something different about this night, and it wasn't just the fact that everything was falling into a magical vortex. She looked at the Mother Superior's hands; they were practically itching to cast a spell.

She continued: "Tonight, before I came here, I heard two whispers in my ear. Two powerful wishes from the heart."

"What were they?" Mary Margaret asked, not letting go of Regina.

"Regina wished for a second chance, and Henry wished that there was a way to save her." She waved her wand and the magic sword disappeared.

"There's a way to save her?" Henry asked, his voice mirroring Emma's hopes. If there was a way to fix this, she would take it for Henry's sake.

"But… the sword is cursed. There's no way to save her," David said.

"We must always remember," the Blur Fairy said with a smile, "true love can break any curse. And what Regina felt for Henry was true love." Emma winced at the use of past tense. "And I know that despite everything, Henry still loves her too. She was his mother, after all."

"What do we need to do?" Henry asked, his face wet with tears.

The Blue Fairy didn't answer. Instead, she tapped Regina on the top of her head with her wand. They all watched as blue smoke swirled around her and lifted her gently out of Mary Margaret's arms. "Regina will live," she said softly, "but she will need gentle care and love. In order to give her a fair chance, you must care for her heart."

The magic stopped swirling and the blue cloud slowly and gently lowered Regina back into Mary Margaret's arms. All were quiet as they watched the smoke swirl away into thin air, to reveal a small, sleeping child.

"Is—is that—" David sputtered. Emma and Henry gaped at the girl with wide eyes, rendered speechless.

"It's Regina," Mary Margaret whispered, holding the child in her arms. "She's… she's just a girl…"

"Whoa," Henry whispered. Emma grabbed his hand.

A young girl who couldn't be older than five years now slept in her arms. With her black hair and regal cheekbones, all could see that she was most certainly Regina… Regina as a child.

A huge, shaking sound jolted them out of their shock.

"We've got to get into the portal, now!" David yelled, and finally, everyone was on their feet. Mary Margaret stumbled a bit, unable to stand very quickly while clinging to the little girl in her arms.

Emma bent down to grab the girl and to Mary Margaret move faster. She scooped her up in her arms and ran faster than she ever had toward the raging vortex in the middle of the street. There was no time to lose.

She raced after Henry as he bolted behind David and Mary Margaret, the thoughts in his mind a complete mystery to her. Was he scared? Excited? Was he sad about Regina?

She stopped right in front of the portal, a sudden fear gripping her heart as she held the girl close. She was about to leave her world, her home, and she'd somehow wound up with another kid to take care of. Before she could freeze, she felt David's hand on her shoulder and Mary Margaret at her side.

Henry, brave Henry, stood in front of them all, a fierce look in his eyes. "Come on, Mom!" he said, and it was all Emma needed to jump into the void after him.

* * *

Um, okay. I know it all moved really fast! But this is just the prologue. :) Please review and tell me what you think so far. Love it? Hate it? What would you all like to see happen here?

Thanks for reading! :)


	2. The Fairy Godmother

**Four years pass…**

They say that childhood is a blur. Regina's first memory was waking up in the arms of a golden-haired savior, and after that, things passed by in a wonderful rush of color and sound.

She was eight years old when she first wandered outside of the castle by herself (secretly, of course, because Queen Snow said it wasn't safe to leave without an escort). But she was only going to see Henry, and he'd keep her safe, anyway.

She knew the castle like the back of her hand. She wandered out to the stables (her favorite place) but Henry wasn't there, so she made her way to the shooting range. This was where she found him, of course. He was always practicing archery or fencing.

He looked surprised to see her. "Regina?" he asked, putting down his bow, his eyebrows raised into his fringe. "What are you doing out here alone?"

"I came to see you shoot your bow," she said with a wide smile on her face. "They're preparing your birthday party in the ballroom. You should see it, Henry, it's going to be _huge_."

"Did you sneak out?" he asked, raising one eyebrow. Regina sighed, unable to understand why he wasn't excited by her proclamation. If she were royalty, she would have been ecstatic to have a party in the ballroom. "Regina, you know you're not supposed to wander out here by yourself," he said, giving her a smile as he put away his arrows.

"I made it out here just fine," she pouted. "Are you quitting already?"

"I have to get you back to the castle," he said, putting a hand on her shoulder to lead her back.

"I'm not even that far away," she whined. She hated having to stay in the palace, never getting to go anywhere without someone telling her what to do. She could count on one hand how many times she'd gotten to go further than the outer limits of the castle, and someone was always with her. "I never get to have any fun."

"You never have any fun, huh?" he asked. "How about my birthday? Are you saying that you're not going to have any fun at my party?"

She gasped and grabbed his hand. "Of course I'll have fun, Henry! I didn't mean that!"

"Sure," he teased. "How about this. You can get the biggest piece of cake if you promise not to wander out here by yourself again."

She frowned. That didn't seem like a very fair exchange. Cake was yummy, but… "Okay," she agreed against her own inner protests. She didn't want to disappoint Henry. He was her favorite person.

It was a quiet but comfortable walk back to the palace. Princess Emma was waiting for them at the main gate, and just one glance at the stern blonde's face told her that she was in trouble.

"Where have _you_ been?" she asked, her figure seeming to tower over Regina's.

"I just wanted to see Henry at the shooting range," she said quickly, brown eyes wide in fear of being in trouble.

"It's okay, Mom," Henry said with a shrug. "She was only out for a little bit. She was with me." Regina exhaled, relieved that he'd covered for her. Emma raised an eyebrow, a small smile on the corner of her lip.

"O-kay," she said skeptically, eyeing Regina and Henry both. "Henry, Snow wants to talk to you about the party. Probably more etiquette lessons."

"Aw, man," Henry sighed.

"Yeah, that's what you get," the blonde shrugged. "A bunch of diplomats will be there, so you have to play nice. I guess fifteen is a pretty important birthday here."

Henry rolled his eyes, but before he left, he grinned and gave Regina a pat on the head. "Be good, Regina! See you at the party."

"Bye, Henry!" she replied, smiling.

"What about you, Regina?" Emma asked, crouching down to the smaller girl's level. "Are you going to be good until the party?"

"Yes, Princess Emma," she replied, a little bit intimidated. The woman was much taller than she, and her eyes were harder than anyone else she knew. Emma was very nice, but sometimes she looked so stern.

Emma's face blossomed into a smile. "Good," she said, her voice soft and kind once more. "Why don't you go up to your room and wait until the party starts?"

"How long? Regina asked, not anxious to spend much more time in her room.

"Two hours," Emma said. "I'll come up and get you. Don't worry, kid."

* * *

The young girl made the trot up the long, winding stairs to her bedroom. Once inside, she shut the door and made her way to her closet to find a dress. She had never been to a ball before, because the White Family didn't throw very many. But Henry's birthday party was going to be the biggest event of the year—the prince was finally old enough to begin looking for a bride.

Princess Emma had insisted that he was _not_ going to get married at his age. However, the fifteenth birthday was special and she'd decided that it was okay to at least throw a party, and everyone from all over the kingdom would be there.

As she browsed through her wardrobe, she wondered what Queen Snow would wear. She and Emma were the most beautiful women she'd ever seen, and she was glad that she would get to be near them throughout the party. She loved admiring their outfits and their hair.

She quit going through her closet and frowned. She didn't actually have a ballroom gown, did she? She had a lot of nice clothes, with rich colors and soft fabrics… but she didn't have a dress for a party. Only casual frocks and riding clothes.

She left her room to search for Emma, who would surely have a solution.

* * *

Most of the servants had gone to the ballroom to help prepare for the party, so the wing of the castle Regina resided in was uncharacteristically quiet. It was an eerie feeling, the sense of silence all around her. The hairs on her neck stood up and she walked a little faster to get to Emma's room.

She could hear voices coming from inside the princesses' chambers, and she stopped to listen before knocking. She didn't want to interrupt anything, especially if she was talking to the queen.

"… What problem?" Emma's muffled voice sounded, and Regina stood still. She didn't want to eavesdrop, but her curiosity got the best of her.

Queen Snow White's voice answered her, "It's Regina." The mentioned girl felt her stomach drop. There was a problem and it had to do with her? Had she done something wrong?

Emma laughed. "What do you mean? It's just a ball."

"I know," Snow's voice was gentle as it always was. "It's not anything personal. It's just… we've been getting letters about… the Evil Queen." The last part of that sentence was whispered, but Regina could still hear it. Evil Queen? Who in the world was that?

Emma didn't answer for a few moments, and then: "They don't have anything to worry about. She's just a kid."

"I know. But they're saying that if she's there, they won't attend. It's just… they already think the whole situation is suspicious enough already."

"Then they don't have to come at all," Emma said.

"They'll think we're insulting them," Snow said, her voice sounding sad. "It's unfair, but it's politics."

A few moments passed, and Regina almost thought that the conversation was over. Suddenly, a low, wry laugh sounded. "I guess politics is just as bad in this world, huh?" Then, a loud sigh. "I guess I'll go break it to her. She's going to be crushed."

"We'll make it up to her," Snow promised. "We can throw a little party, just our family. Maybe that will make her feel better?"

Regina turned away now and sprinted as fast as she could back to her own room, the fear of being caught at her heels. She was completely winded by the time she ducked into the door and jumped into her bed, her heart in her throat.

What had that all meant? Who was the Evil Queen? And, more importantly, did this mean she didn't get to go to the party?

She looked up to the sound of her door knocking. She tried to catch her breath before answering, knowing that it was Emma and that she would suspect something. Emma always seemed to know when she was spying or sneaking around.

"Come in," she called, and Emma peaked her head in the door.

"Alright." Emma stepped in, but she didn't sit down. "So… how you doing, kid?"

Still a little winded, Regina nodded. "Good," she replied.

"Good," Emma looked a little concerned, and Regina grew worried. Maybe she really was in trouble. "Regina, I…" The older woman looked a little lost for words, and she came further into the room to sit on the edge of the bed.

"What's wrong?" Regina asked, the awful feeling in the pit of her stomach growing worse.

"I came to say that… um, maybe you're a little too young to be going to such a huge party," Emma said softly. "I mean… it's going to be the biggest ball since… whenever. There'll probably be alcohol, too. It might be better for you to stay in your room for tonight."

"What? But…" She'd been looking forward to this ball for weeks! She'd wanted to go to Henry's birthday party…

"I know, it sucks," Emma said sympathetically. "But it's not safe for young kids to go to crazy parties like that, you know? Maybe when you're older."

"But, but I…" she stammered, shameful tears burning behind her eyes. "I thought I was going to get to go! I wanted to wear…" Regina wiped at her eyes. No, this was not about wearing a pretty dress or doing her hair. She wasn't invited anymore and it wasn't_ fair_.

Emma moved close and pat Regina's head affectionately. "We can throw another party, with just our family. How would you like that?"

She couldn't speak without wanting to cry, so she just nodded.

"Alright, kid," Emma said, her eyes searching Regina's. "Are you sure that's okay?"

She nearly burst into tears at the question. "But, but, did I do something wrong?" she asked, unable to imagine any other reason for this than punishment. "Is it because I was outside by myself today? I didn't mean to, I just, I just… I was only out for a few minutes—"

"It's not that," Emma said gently, her eyes shining with sympathy. "It's just that's you're a little young, okay? You didn't do anything wrong, I promise."

"Alright," she replied, her hands balled up into little fists, fighting the sniffles. Emma stood up, and before she left the room she said, "Just remember that we get to have our own little party, okay?" She still looked worried as she left the room, gently shutting the door. She heard Emma sigh from the other side, and her footsteps as she walked away.

Finally, Regina let the tears of disappointment fall.

* * *

She could only cry for so long.

Regina paced around her room, knowing full well that the party was going on in the ballroom at that very moment. She'd tried a lot of things to pass the time by in her lonely room—drawing, sewing, pretending to sword-fight. But there were still a few more hours to pass before the ball was over, and just knowing that there were people down there who were enjoying a party just made her all the more stir-crazy.

She sighed and fell backwards onto her bed. She was so bored, and crying had only given her a headache so she was trying not to do any more of that. She was now left with nothing to do.

If only she had a fairy godmother. She would wish herself older so that she could go to that party.

She let out another huge sigh and listened to the silence of her bedroom. Maybe she could take a nap… that would make the time pass. She tried to forget all about the ball for the moment. She wasn't royalty anyway, and she couldn't expect to be invited to every royal function.

"Is that what you think, dearie?"

Regina jolted straight up, a shiver up fear running up her spine as she searched for the source of the voice.

"You were talking out loud to yourself—do you do that much? You might be a lit-tle bit crazy," a man was sitting at her vanity, looking at her through her mirror. He turned around and stood up before bowing to her with a flourish.

"Who—who are you?" she asked, her voice shaking with fear. He didn't look like a normal man at all. His skin was a golden color, rough like an alligator's skin. His hair was shaggy and he was dressed in fancy ballroom attire.

He placed a hand on his heart and winced. "Ooh, lady, you wound me! Or…" He paced closer to her bed and took a hard look at her. She shuddered under his gaze. There was probably no one near her room to hear her if she screamed. "Ah, I see. You really don't remember. The fairies really did a number on _you_."

"Who are you?" she asked, forcing her voice to be firm and brave.

"Ah, now that's more like it. Fear doesn't become you, my _queen_." Her eyebrows shot up at this.

"I'm not the queen," she said, looking him square in the face and studying his features. "I'm just a lady-in-waiting."

"And how does that suit you?" he asked, leaning in closer.

"I… I like it, I guess," she said, growing more nervous. This man was clearly insane, or at the very least he was very dangerous. There was something about him that scared her, and not just because he had appeared in her room out of thin air.

"And what of Snow White? Do you love your queen?"

"Y-yes, of course," she stammered, wishing that she had some sort of weapon that she could defend herself with.

"Hmm, _verrry _interesting. And Emma?"

"I'm her lady-in-waiting," Regina said again, hoping that maybe using Emma's name might make him feel threatened enough to leave her alone.

It didn't.

"And… what of the crown prince? The birthday boy? Henry," He rolled the _r _in 'Henry' and waved his hand.

Why did he want to know about Henry? Regina felt shivers go down her spine one again, and she steeled herself. "No. Answer my question. Who _are _you?"

"Oho, such presence! Such authoritative words!" he giggled. "I…" he bowed once again, "am your fairy godmother. Your wish is my command!"

"Wish?" It was the last thing she expected him to say. "No, what is your name?"

"Rumplestilskin. Rump. Le. Stilt. Skin," he said slowly before clapping his scaly hands together. "Now, how about your wish? You only get one, so choose wisely."

"How would you grant a wish?" she asked skeptically. She'd heard of fairy godmothers before, but none so… weird.

He gave a longsuffering sigh. "With _magic_, dearie, how else?" He twirled his hand around and produced a tulip out of thin air.

"I…" she gaped at the simple flower and he bowed as he handed it to her.

"Now do you believe I'm your fairy godmother?" he asked, waggling his eyebrows. "Now, tell me, dearie. I can give you anything that you desire… like, say… an invite to the little shindig going on in the ballroom?"

"H-how could you get me in?" she asked. "Emma said I was too young to go the party. If I go down there, everyone will know who I am and I'll get in trouble."

"Let little old Rumplestiltskin worry about the details," he said with a toothy grin. "We could turn you into a young woman. No one would recognize an older version of you, would they?" This last sentence was drawled out in such a tone that she actually felt a little worried again.

"You could do that?" she asked slowly. "And you would turn me back at the end of the night, right?"

"But of course," he said. "Our own little Cinderella story, heehee! But first, I'll need something from you."

"What?"

"Oh yes, I keep forgetting that you don't know," his voice was suddenly deeper, his brogue suddenly thicker. "_All magic comes with a price._"

Those words scared her more than his terrifying presence. She shook her head, her eyes wide.

"Such a shame. It would have been a real riot," he said with an exaggerated sigh. "Well, since you don't want your fairy godmother's help, I'll leave you to it. Until next time, Queen Lady-in-waiting!"

And just like that, he snapped his fingers and disappeared into thin air.

She sat there in her bed for a moment, her breathing the only sound in the room. Her heart was pounding at a million beats a second and her hands were shaking.

Who would she tell about this? Emma? Queen Snow? The King? Henry, maybe?

But they would never believe her. She almost didn't believe herself, and she would have thought herself crazy if she still hadn't been holding the tulip that Rumplestiltskin had given her.

Suddenly afraid of the flower, she quickly opened the drawer to her nightstand and shoved it inside as if it were evidence of a crime she'd committed. Who was that? How had he appeared into thin air?

"Fairy Godmother…?" she whispered to herself, standing so she could pace around her room once more. She wanted to tell someone what had just happened... but something was telling her that she should keep quiet. She could never mention the man who'd just been in her bedroom, ever.

* * *

Somehow, in all her fuss, Regina had collapsed into her bed and fallen asleep like many children do. She awakened without knowing exactly when she'd fallen asleep in the first place. She could hear some sort of small commotion outside her door, and then a soft knocking.

Before she could answer, Henry opened the door, and behind him followed Emma, Snow White, and Charming.

"Happy birthday to me," Henry sang, carrying a plate with a large piece of cake on it. A single candle burned on the top. Regina's eyes became wide and Emma laughed.

"We saved you a piece of cake, kid," Emma said, looking tired and happy. Regina wondered how long the ball had gone on. It must have been a while, because everyone looked positively wiped out.

"Thank you so much!" Regina exclaimed, eagerly taking the plate.

"My dearest Regina," Snow White said, a radiant smile adorning her face. "We all know how much you wanted to go to Henry's birthday party. So we saved you a piece of cake and decided to give you a candle to blow out."

"But it isn't _my_ birthday," Regina protested, looking at Henry. "You're the birthday boy."

"Don't worry about it," Emma urged, pushing the plate of cake a little closer so that Regina could blow it out.

"Henry decided that you deserved a wish," Charming said with a kind smile.

"You get one wish," the queen said gently. Regina blinked. One wish, just like the fairy godmother—or was it Rumplestiltskin?—had said.

"But… it's Henry's birthday wish."

Henry shrugged. "I have everything I could ever wish for," he said with a broad grin. "So this year, the birthday wish goes to you."

"Oh." Regina stared at the candle's flame for a moment, a prickle of fear running down her spine.

_I wish… _

_I wish to be royalty, like Henry and Emma. _

_Wait, no._

_I wish I was magical._

_No…_

_I wish… I wish… _

_I don't wish._

She shut her eyes tight and blew out the candle without making any wishes at all. As soon as the flame was extinguished, she felt a strange sense of relief, as if she had made the right decision. It was only a silly birthday wish, and everyone knew that it was just a little tradition, but… she'd still been worried.

"What did you wish for?" Henry asked.

"Oh, she can't tell or it won't come true," Queen Snow said with a little wink.

Regina ignored the question and simply took a bit of the sweet white cake.

* * *

**A/N:**

Well, here we are, at the end of the chapter! I just thought I'd explain a few things. You may have noticed that Regina _isn't _super mean or angry. That's because this fic is sort of exploring what she could have been like if she'd been raised by people who were actually good to her. I'm also trying to capture the Regina that we see in the flashbacks before she marries Snow White's father. She seems like she started out pretty innocent, but she was sort of stifled by her mom and very impressionable.

I hope everyone likes this story! I don't usually experiment with AU settings, so I'm really nervous to be posting this! But, I'm honestly having a lot of fun writing this. Please review and tell me what you think!The next few chapters are going to be very interesting. ;)


	3. Dance Lessons

**9 years later**

The wind rushed through her hair and she could feel the rushing tingle of adrenaline as she neared the jump. Without any hesitation, the horse leapt over the fence, gliding through the air and landing smoothly on the other side.

Regina laughed as she slowed down her horse and guided it back, making her way around the fence this time and back toward the stables. There was nothing more the young woman loved more than riding her horse. It made her feel free and powerful, like she could do anything she wanted. She loved her home in the palace, but she often felt bored and trapped, especially since she wasn't allowed into town. She could hardly move around the castle grounds outside without an escort.

However, it would be a mistake to say that she was unhappy. Regina loved living with the royal family. She spent most of her days with the Princess Emma, roaming around the castle and helping her run errands. Whenever Emma left, she spent time with the King and Queen, and Henry was always willing to spend time with her when he could. Regina's life at the castle was peaceful and she was very happy, if not a little sheltered.

Today, Emma kept her company. The princess had no interest in horses, claiming that she preferred an easier way of getting around. What that way was, Regina didn't know.

Emma sat on a bale of hay, reading a small book and looking bored. "How was your ride?" the princess asked from her cozy spot, not looking up from her interesting novel.

"It was wonderful," Regina breathed as she slid smoothly off the saddle.

"Hm…" Emma replied, obviously not paying attention. Regina grinned as she put away her riding gear and smoothed a soft hand over her horse's mane.

"I'll see you tomorrow, Gill," Regina told him with a pat. "Princess Emma, do you want me to leave you to your book? I can walk back to the castle by myself," she offered.

Emma's book shut with a soft 'thud'. "Nice try, kid," she said with a smirk and a raised eyebrow. "You're not getting away from me today. I need your help planning Henry's wedding, remember?"

Regina groaned. Henry's wedding. "But, Emma…"

"No buts! If I have to be miserable, I'm dragging you down with me," Emma said, getting up and throwing an arm around Regina's shoulders. "Let's get marching. We have to try on dresses this afternoon."

Regina groaned again.

"Believe me, I know," Emma said flatly, guiding her younger charge across the grassy field back to the palace.

"But you're a princess, you're used to it," Regina protested. "I'm just your lady-in-waiting, so they almost never shove me into party dresses."

"Not as used to it as you'd think," Emma laughed. "You know, I thought you'd be more excited."

Regina shrugged. She liked Henry's bride-to-be; everyone in the whole kingdom did. She was a kind, sweet girl by the name of Jill. She grew up as a commoner, but she'd known Henry since they were children. Everyone in the White Kingdom absolutely loved their sweet story of True Love.

"I'm excited," Regina replied, and Emma smiled down at the younger girl.

_She may not know why, but she feels the exact same way as I do about Henry getting married_. "I can hear how thrilled you are," Emma said sarcastically, shaking away thoughts of the Regina of the past.

Every day, though, Regina began to look more and more like the woman who had once terrorized the kingdom—the woman who'd possessed a cold, hard, black heart. But Emma knew better; this Regina, the Regina who'd been born anew, was completely different. She was kind and sweet and even funny. Sometimes, hints of the old Regina were visible—when she was angry, she looked just like she used to when she was in Storybrooke, when she was making everyone's lives hell.

Now, Regina's happiness seemed inexplicably tied to Henry's—when he was sad, she was miserable, and when he was happy, she was full of joy.

"Emma?"

"Yeah?"

"You're staring… again," Regina said slowly, an amused quirk on her lips. Emma laughed a little and continued onward toward the palace.

"Sorry, kid. You're just growing up fast, I guess."

Regina laughed and kept pace with the princess. Emma seemed to stare into space a lot these days, but she supposed that it was only because her only son was getting married and she just couldn't believe how fast he was growing.

To be honest, it didn't amaze Regina at all. Henry had always seemed so big to her, larger than life. He was like an older brother to her, really. She just hoped that he'd be happy with Jill.

"Mom! Regina!" a voice called, and the two women looked to their left to see Henry and another young man riding toward them on horses.

"Oh, there he is," Emma said, waving her arm at Henry. It took almost no time for the large steeds to meet them.

Henry gave them both a large smile, and the other young man greeted them with a polite nod of his head. "Hey guys! Did you just finish riding, too?"

"Regina rode," Emma said with a nod toward the younger girl.

"Wanna ride back to the castle?"

"Um, I think we're good, Henry," Emma replied, eyeing the horse with a frown.

"Oh, come on, Mom. Don't be a wimp. You can ride with me and Regina can ride with Jack."

"Oh, this is Jack? Jill's brother?" Emma asked, her lip curving upward into a smirk. "Jack and Jill. Huh."

"Yes, ma'am," Jack said from way up on his horse. "It's an honor to meet you officially, Princess," he said, his voice deep and smooth. Regina looked up to study his handsome face. His hair was black, and his eyes were as blue as the ocean. His cheekbones looked like they were cut from marble, and his muscles were strong from what she assumed were years of hard work.

Emma rolled her eyes at the formality, like she almost always did. "Fine, we'll hitch a ride with you two. Just don't… jostle me around too much, alright, kid?"

"Sure thing, Mom," Henry said, holding his hand out to help Emma up into the saddle behind him. "You don't mind, do you, Jack?"

Jack studied Regina for a second. "No, I don't mind at all. My lady?" He held his own hand out to her and she pulled herself effortlessly behind him on the horse.

"Hey, Jack, let's race!" Henry said suddenly.

"Henry, don't you dare!" Emma said, gripping tightly to Henry's coat.

"Last one to the castle is a rotten egg!" he cried before racing off toward the castle with a shrieking Emma in tow.

Jack looked very annoyed for a moment, but he regained his polite indifference before turning to address her, "I guess we'll be racing, so you'll want to hold on tight," he said with a smile.

With a little bit of awkwardness, she wrapped her arms around his torso before he kicked his horse into gear to take off. They rode fast, but not faster than Regina was already used to. His soft hair tickled her face a little and she felt herself grinning.

Maybe having Jack and Jill around the palace wouldn't be so bad, after all.

* * *

"Oh, Emma!" Snow White exclaimed at the sight of her ruffled daughter. "What happened to you?"

Emma's hair was wild, her clothes were rumpled and her face looked far from pleased. "Henry happened."

Regina stifled a giggle and the queen grinned. "Well, whatever happened, we need to get you fitted for your dresses. Oh, Regina," Snow gasped suddenly, facing the young girl. "This is going to be your first ballroom gown, isn't it? How special," she exclaimed, clasping her hands together.

"Yeah, I guess it is," Regina said with a shrug. Snow looked deflated.

"Why can't one of the girls around here be excited about this kind of stuff?" she huffed, looking pointedly at Emma. The princess followed Regina's example and shrugged. "Well, it doesn't matter, Snow sighed. "Jill is the bride, after all. She says that it doesn't matter what colors you wear, but the wedding colors are peach and teal so I suggest you choose something along those lines," the queen said, her words coming out in a rush.

Emma raised an eyebrow. "Mary Margaret. Chill. It's just a wedding."

"Well, it's the only one I get to plan, so I'm just a little excited," Snow said with a sigh. "When you get married, my dear Emma, I'll be just as frazzled."

The princess rolled her eyes. "Let's just get fitted for these dresses and get outta here."

* * *

Finally, the fitting was over and Regina was able to wander the palace halls by herself. She made her way toward the ballroom, curious to see what progress the servants had made in preparing the room. With the wedding in only one week, the castle had been in an uproar—servants were working overtime to ensure that the already pristine palace was spotless.

Henry was well-loved, and Jill was an angel, so people from different countries were coming from all over to watch the couple wed. Flowers and gifts were being sent and songs were being written about the prince and his bride.

Everything these days seemed to have a rosy shine around them. The air was sweeter, the people seemed happier. Regina even overheard people around the castle say that they were entering a new era, an era of peace and happiness.

Regina finally made it to the ballroom, and she stood in awe of the shining, brilliant room. She rarely had the opportunity to see it before a party, since she'd never been allowed to go until now. The large room was spotless, the floors were shining and the lights were softly glowing. She imagined how it would looked decked out in the wedding colors, how everyone would look wonderful dancing on the floor.

She wondered if maybe she, too, would have someone to dance with. She was at the age where most young women began to think of those things, after all.

"Hey, Regina." She jumped at the voice and looked around to see Henry standing behind her.

"Oh, hi, Henry," she breathed. He stood beside her and admired the room along with her.

He took a breath. "I can't believe this is how I'm getting married. It's such a big deal," he said, gazing off into the other corner of the room.

"Are you excited?" she asked, looking up at the man who was, for all intents and purposes, an older brother to her.

"I am," he said, looking down at her with a smile. "Jill is great. I just can't believe that this is turning out to be such a big deal."

"Well, you are going to be king eventually, so people are going to be exited." She swelled with pride at the thought of Henry becoming King.

"Yeah, I guess," he said with a slight frown. "So how's Mom?"

"Not happy, after that race," Regina said with a grin. "I think she's okay."

"Good," he said with a smile. "How did you like Jack?"

She felt her face flush. "Oh, he was okay," she said. "He didn't talk very much."

"Oh, that's odd," Henry said. He shrugged. "Did you get fitted for your dress?"

"Yes, I did."

"Did you see Jill in her wedding dress? What did it look like?" he asked, eyes shining with curiosity. She shook her head.

"No, I haven't seen her all day. I'd ask Emma, though; I think they get along pretty well." In truth, Regina had a feeling that Jill didn't like her very much. Then again… it seemed that she was largely ignored by most people that associated with the royal family. She chalked it up to being a lowly lady-in-waiting.

"Alright, I'll do that," Henry said. "I've got to go and see Gramps, he's gonna teach me some dance moves."

"Okay, I'll see you later, Henry!"

He left her in the ballroom, and she stood, thinking for a moment. Speaking of dance moves… did she even know how to dance? She turned around to follow the young prince, "Henry, wait!"

* * *

The next morning, the sun was shining bright in the sky. The birds sang and the woodland animals chattered away happily, as if even they were excited for the happy days to come.

But, what's this? A storm cloud in the royal ballroom?

Regina stood just a few feet from Jack, who was staring at her with an intelligent, appraising eye. She shifted nervously under his gaze, thinking about the 'coincidence' that Jack happened to be the only one in the whole castle who had the time to teach her how to dance. And of course, Henry had told them that he wouldn't be able to join them... leaving them alone together.

She smelled a conspiracy.

"I can see from your posture alone that you're not used to dancing," Jack said with a frown.

"I haven't ever really needed to dance," she said nervously, unable to stop her cheeks from flushing when he was looking at her so carefully.

"Alright," he sighed, stepping toward her, "let's start with the basics. Stand up straight, but not rigid. I'll take you by the waist, like so," his right hand gently rested on her hip. "Now, you rest your hand right there on my arm. Now, I'll hold your hand, like this…" Soon enough, she was standing closer to a boy than she'd ever been in her whole life, and she was sure her heart was beating loud enough for him to hear.

He continued instructing her, and he proved to be a very good teacher. By the end of the hour, she was able to follow him in a basic waltz without tripping over her own feet. Even he seemed pleased with her progress.

"Alright, I think that's enough for today. You're a quick learner, my lady."

"Oh, can we just do the last move one more time?" she asked quickly, not wanting her lesson to end. "I… I think I just need to try it one more time, and I'll remember it for sure."

"Of course," he replied, impressing her with his unfailing courtesy. He stepped toward her one last time and took her hand. "What part was it you were having trouble with?"

"Oh, um, just the basic steps," she lied, feeling like she was about to float away from the ground. "And you can call me Regina."

"Pardon me?" he asked.

"You keep calling me, 'my lady'. You can call me Regina," she felt her cheeks grow hot again. "I mean, only if you want to…"

He stopped mid-step, a strange look on his face. "I, uh, I think I forgot something I had to do for my sister," he said quickly, releasing her hand and stepping away from her. "We can meet here again tomorrow, same time. Is that alright with you, my lady?" She blinked, feeling her heart sink into her stomach. Had she done something wrong? "I mean, Regina," he said, giving her a crooked smile. "Sorry, it really is important. Jill has a lot to worry about, since it's only four days to the wedding."

"Oh, okay," Regina replied, relieved. He was so kind, helping out his sister on the week of her wedding. Who was she to keep him from doing that? "I'll see you tomorrow, Jack."

He gave her a short wave and raced out of the ballroom, leaving her with a sigh on her lips and a smile on her face.

"Such a strapping lad, wouldn't you agree?"

Regina felt the hairs on the back of her neck stand straight up. It was impossible for another person to be in the ballroom with her. She turned around slowly, knowing deep in her gut who was behind her.

It was the man that she'd seen all those years ago, the man who she'd thought was a figment of her imagination—a child's dream.

The fairy godmother.

"Ah yes, the young Regina finds love," he sighed, his skin glittering gold in the light of the room. He was just as she remembered.

"Y-you," she exclaimed, stumbling back. "Rumpled—Rumblestrip…"

"Rumplestiltskin," he said, crossing his arms. "Of course, I can't blame you for forgetting. It's been years… and my, how you've grown."

She crossed her arms, feeling uncomfortable under his gaze. She wondered if there was anyone near the ballroom that could save her if she was in real danger. "You… I thought you were a dream," she said suspiciously, trying to seem braver than she felt.

"Not a dream, dearie!" he replied with a grin. "I'm in town for a wedding, and I thought I'd check up on my very favorite queen-lady-in-waiting."

"I'm not a queen," she said, eyeing him mistrustfully.

"If you say so," he replied.

"You're here for the wedding? Henry's wedding?"

"Why, of course! Who else is getting married?"

"You know Henry?"

"You have no idea," he said with a dark grin. "You could almost say that he's like family to me."

She had nothing to say to that. "I have to get going," she said slowly. "I guess… I'll see you at the wedding."

"Oh, you will," he said, rubbing his hands together. "But first, dearie… why don't you make a wish? I am your fairy godmother, after all. And you never did make that wish all those years ago. You wanted to go to the ball back then, and now, you wish…"

"I don't wish anything," she said quickly, getting a bad feeling in the pit of her stomach.

"You wish you knew how to dance, don't you?" he asked, waggling his eyebrows. "Or… wait, no. You have the gallant Jack to teach you that. _I_ know! You wish that Jack would love you, don't you?"

Her eyes went wide. "I do not wish that!"

"Oh, yes you doooo!" he sang. "I can do that for you. Granted, it won't be real love. But he'll _think_ he's in love, and that's good enough, isn't it?"

"No!" she cried, turning around to storm out of the room.

"Ah, I see," he said, the tone of his voice stopping her in her tracks. "It used to be good enough, but people change, don't they, your highness?"

She turned around to ask him what he meant by that, but he had completely disappeared.

"Rumplestiltskin?" she asked, and her voice echoed throughout the empty room.

* * *

**A/N:**

Alright, one more chapter churned out for you all! I think that now would be a good time to start taking a poll. This story is all about Regina getting her chance at being a hero, which also might mean that true love is in the cards! I have a few ideas for a pairing, but nothing solid yet. All of the regulars on the show are a little too old for her at this point, and to be honest I'm not feeling a Regina/Rumple pairing.

Does anyone have any ideas or preferences? I'm thinking I'll probably just take a character out of a fairytale that hasn't been covered yet. Review or PM if you have any suggestions!

-Deena


	4. Shattered Vase

The next few days passed by in a blur. Regina helped Emma and Snow as much as she could with wedding planning, but every morning she was able to find time for dancing lessons with Jack.

He was a kind person and a patient teacher. She admired his skill at dancing and the way he was always so courteous to her. Getting to spend time with him almost made her happy that Henry was getting married to his sister; it would mean that Jack would spend a lot more time at the castle.

She did her best to forget about Rumplestiltskin's mysterious appearance, and she never mentioned the oddity to anyone. There was too much chaos revolving around the wedding, and if she mentioned Rumplestiltskin, people would either think she was crazy or they would get very worried. There was just no time to wonder about the glittery imp.

Finally, the day of the wedding arrived, and she found herself standing before a teary Snow White and a smiling Emma in her new fitted dress.

"Oh, my dear Regina," the queen gushed, clasping her hands together with a heavenly smile across her face. "She looks so magnificent. Don't you think, Emma?"

"She does," Emma, who was caught up in a rare vulnerable moment, gave a genuine smile.

Regina wore a peach-pink dress with a sweetheart neckline, with sleeves that went just down to her elbow. It fit her perfectly, being modest and pretty, and it had shiny little gemstones placed strategically in the front to draw the eye toward a slim waist. Her hair was curled and pinned in a loose, wavy style, and her lips were painted a deep red.

"Thank you," Regina replied, feeling a little embarrassed. Wasn't this supposed to be _Henry's_ big day? Why were they paying attention to her? And besides, Snow White and Emma looked angelic. How could they call her beautiful when they themselves would be the most beautiful women at the ball?

"We'd better check on Henry," Snow White said, and Emma seemed to shake out of her stupor.

"Yeah, you're right," she replied. "The bride is probably ready right about now. We'd better get out there for the ceremony anyway, right? Regina, you'd should get out to your seat."

"My seat? Where?"

"You'll sit in the front row with the dwarves," Snow said, "with the closest friends and family, of course. Be sure to meet Grumpy, I've asked him to be your escort this evening."

Regina would have groaned, had Snow White not been right there. The dwarves _hated_ her—especially Grumpy (who she thought was well-named). It could have been worse, though. When Grumpy was her escort, he tended to ignore her and do his own thing.

"Okay," she mumbled, picking up the long skirts of her dress to make her way to the chapel.

"And don't forget to smile!" Snow said as she was almost out the door. "You look pretty when you smile, Regina!"

The younger girl turned around to give Snow a big, fake smile, making Emma laugh and the queen roll her eyes.

* * *

Regina found her way to the front row of the chapel to sit next to the seven dwarves, who were already sitting and waiting for the wedding to begin. She had to sit on the edge of the pew, which just so happened to be right next to where Grumpy was sitting.

"Excuse me," she mumbled, trying to get a little more room. Normally, she would have just found another place to sit in order to avoid dealing with the dwarf, but she was determined not to miss one second of Henry's big day.

Grumpy gave her a look, but it was a little different this time. He raised his eyebrows in silent appraisal this time before giving her his trademark sneer.

It wasn't long before everyone was settled in their seats. Regina took a look around—there had to be at least three hundred people crammed into the large chapel, and there were some standing up in the back, as well. She knew for a fact that there was a large crowd of people outside the castle gates getting ready for a huge celebration in honor of the royal wedding. The whole entire kingdom loved Henry, Regina realized. Someday, he would make a wonderful ruler.

She looked back toward the front, where the royal family was beginning to assemble. First, the King and Queen filed out to stand next to the altar. Then came Emma, and then Henry, followed by Jack, who stood on the side where Jill would be.

The royal family looked radiant, standing all together. They were all beautiful, and Regina felt her heart squeeze with the realization that she wasn't truly a part of their family. Yes, they made her feel welcome, and she loved being Emma's lady-in-waiting more than anything… but she just knew that nothing could feel as sweet as being part of a family like that.

And Jack… he looked as wonderful as she had ever seen him. She found herself wondering if he really was just a peasant from the Enchanted Forest, because in his sharp suit, he looked more like nobility. She felt herself smiling as she gazed at him. He was so tall and handsome. She would have to try and dance with him tonight.

Suddenly, an orchestra began to play, and everyone's head turned toward the aisle where Jill, who was dressed in a beautiful white wedding gown, walked toward the altar with a bouquet of wildflowers in her hands. She wore a pretty smile and a light blush. She was practically glowing with the light of true love.

Regina felt tears in her eyes as she watched Henry and Jill take their vows.

* * *

After the ceremony, the massive group of people moved into the ballroom, where there was music, a feast, and dancing.

Everyone was there. Regina recognized friends of the queen—Red Riding Hood, Jiminy Cricket, and many others had arrived to celebrate Henry's wedding.

She could hardly believe her eyes. She'd known that balls were always exciting events, but never had she dreamed that this ballroom could look so beautiful. People were beginning to dance, laugh, sing, and eat. It was all she could do to keep herself from getting swept up in the excitement. She began to step out to the dance floor, eager to find someone to try out her new dance moves with, when she felt a rough hand on her arm. She looked up to see Grumpy.

"Now just hold on," he groused, looking unimpressed when she tried to puppy-dog-eye her way out of his grip. "I'm supposed to be watching you. Stick with me."

She nearly stomped her foot in frustration. She had done all that work and learned all those dance moves just to be stuck with a dwarf who was going to choose _now_ to actually do his job?

"But I want to dance," her voice was almost a whine. "Come on, Grumpy, I took lessons all week."

"You don't even have anyone to dance with," he said, one eyebrow raised. Regina looked around to see if she could find Jack in this crowd. Surely he'd dance with her tonight?

Then an idea popped into her head. "But I have _you_," she said with a smile. He grimaced and let go of her arm. "Don't you want to dance with me?"

"I'd rather not," he said flatly. "But tonight I have strict orders to keep an eye on you."

Meaning that Snow White had specifically asked him to do his job well tonight. Regina frowned. "Well then, what am I supposed to do?"

Grumpy gestured toward the food table. "This is where I am all night. You'd better stick with me." He sounded about as thrilled about it as she was. But when Snow gave him a direct order, he followed it.

"Why do I need an escort, anyway?" she grumbled as she followed him to the guest table where all the dwarves sat.

They all talked to each other, ignoring her while she pouted in her chair. She sighed and looked out toward the dancing, smiling couples. There was Henry and Jill, who looked to be immersed in their own little world. Then there was Snow White and Charming. Emma was dancing with some nobleman, even though Regina knew that she hated almost every single one of her many suitors.

She frowned. Even Emma, who evaded romantic entanglements wherever she went, had a dance partner.

Suddenly, she spotted a tall, dark-haired man on the edge of the dance floor, talking and joking with a few other young people with a goblet in his hand.

"Grumpy, _please_ let me dance with someone!" she asked him. He gave her a look that told her exactly what she _didn't_ want to hear.

"No." She frowned. He almost seemed to take pleasure in her misery.

"It's either that, or_ you_ dance with me," she said, standing up.

"That ain't gonna happen either, sister."

"Okay then. See you!" she said, turning on her heel and trotting off toward Jack. She looked back a few steps later at Grumpy, who had shrugged his shoulders in defeat before giving her the "_I'm watching you"_ signal with his hands. She rolled her eyes and continued on her way.

He did not notice her at first. She waited a few seconds until she was sure that he was done with his conversation before saying anything. She tapped him lightly on the shoulder to get his attention, and he turned to look down at her in surprise. "Regina," he said, blinking. "Do you need something?"

"Um, yeah, actually," she said, tucking a loose wave behind her ear and giving him a shy smile. "I was wondering if you might possibly want to dance with me? Only if you want, I mean. If you have the time…"

"Oh. Yeah, sure," he said, shrugging and setting his drink down on a nearby table. He looked at the friend he'd been talking to, who was sort of gaping at her like she was some sort of strange specimen. She looked down at her dress to makes sure she hadn't spilled anything on it. "Are you ready?"

"Yeah," she said, taking his outstretched hand and letting him guide her onto the dance floor.

They danced in an awkward silence for a moment, not saying a word as she focused on the right steps. Once she got the hang of it, she tried breaking the ice with a compliment. "You look really nice this evening, Jack," she said, giving him a smile.

"Oh, um, thank you, Regina," he said awkwardly, leading her in time to the music. "You look nice, too."

Well, it wasn't going exactly how she would have dreamed—she would have liked a more sincere compliment—but a girl couldn't have everything, she supposed. She was just happy to get to dance with him. He was so handsome she couldn't even breathe. He was so tall next to her, and he smelled so nice. She was sure that she would have floated away if he hadn't been holding onto her.

When she was with him, she could feel something wonderful and terrifying blossoming in her chest. Her heart started pounding and she thought of the heroines in the books that she wasn't supposed to read. This was always how they described falling in love. Was that what this was?

"Oh, no," he muttered, snapping her out of her thoughts.

"What's wrong?" she asked, worried that she'd done something wrong. He was looking behind her.

"It's one of the matrons from the chapel," he said, a rare amusement quirking his lips. "She looks like she's looking for me. I promised her a dance, but I think I'm going to avoid that for as long as possible."

She turned her head to get a look at who he was talking about and she laughed. It was just Old Lady Magdalene, who looked after the chapel and made sure everything was clean. She was a kind old woman but Regina could see why he wouldn't want to dance with her. The lady could be… aggressive when it came to young attractive men.

"I know a place you can hide," she said to him with a sly grin, and she took him him by the hand to lead him away from the dance floor. He followed her, but she could sense his reluctance. "It'll only be for a minute," she assured him, grasping his hand a little more firmly and continuing on her path.

She led him through the crowds of people, weaving and bobbing past dancers and partiers until finally they were out by the garden. There were still some people around, but they were all talking amongst themselves in small, quiet groups. Here, it was much more quiet and peaceful than inside. Regina let go of his hand and smiled up at him.

"Here, the garden," she announced. "Isn't it nice out here?"

"Oh. Yes, yes it is," he said, sounding nervous as he looked out at the flowers in the evening light.

She bit her lip, trying to think of something else to say. "So… Jill looked really nice tonight. I think she and Henry are going to be really happy together."

He seemed to relax at the familiar subject. "Yeah. They make a really good couple," he replied with a small smile. She found herself admiring his dimples. "And hey, Regina, you've really been a good dance student."

"Thanks," she said, glowing at the compliment. "I had a good teacher."

"Heh, it was no problem," he replied. "Have you tried dancing with anyone else?"

She shrugged. "I couldn't get away from Grumpy long enough. You're the first person I've danced with."

He looked a little surprised at that news. "Oh. I didn't know that…"

"I just wanted to say thanks. For teaching me how to dance and everything. I mean… this is the first ball I've ever been to."

He raised his eyebrows at this. "Really? Why?"

She shrugged. "Well, Emma says it's because I wasn't old enough until now."

"Oh. I see," he said. "Well, maybe you should go out and have fun. Dance with as many people as you can. Make the best out of your first ball," he suggested. He felt her heart flutter. He was so sweet, so kind. How could she dance with other people when who she wanted was right here?

"Oh, I could, but…" she found herself blushing, and she looked away from him for a second. "I really like your company. Is that okay?"

His eyes widened. "Well, I mean, I still haven't danced with my sister yet. Oh, and you haven't even said hello to Henry yet, either. Maybe we should each socialize for a little while. Then maybe we can dance again later."

"Oh. Alright," she said, a little disappointed.

He placed a hand on her shoulder and leaned toward her in a comforting manner. "Don't worry, Regina. The whole point of a ball is to have a good time. Have you tried the wedding cake yet? Maybe you should go do that."

"Yeah, I guess I could," she said, not really listening as she stared into his blue eyes. "But Jack, could I…?"

"Yes?"

She didn't say a word. He was so close to her (did he even realize how close?) and he smelled so good, like fresh linen. His hair looked perfect and she felt a wave of affection overcome her. Since speaking didn't seem to work very well around him, she leaned forward on her tippy-toes and took action instead.

She felt proud of her own courage as she gave him a soft, chaste kiss on the lips. She sighed as she lingered there, unable to help but smile as she learned that his lips were just as wonderful as she'd imagined.

Then she realized something. He wasn't kissing her back. Not at all. In fact, his hands had come up to rest on her shoulders and he gave her a firm push back—so firm, in fact, that she stumbled and almost fell backwards onto her rear.

She looked up at him, confused. He looked shocked, and even indignant as he wiped his lips with the back of his hand.

"You… you," was all he managed to say. She wondered if perhaps she was trapped in a terrible dream, because this was not at all how she'd imagined kissing him would be.

"Wh-what's wrong?" she asked, still clinging onto the chance that he'd pushed her away by mistake; that even if he didn't want her in that way, he would never do such a thing on purpose.

"You kissed me," he stated, sounding angry. The other people in the garden were beginning to look at them with concerned expressions on their faces. "Why would you do that?"

She wasn't prepared for that question. "Because I… I like you," she said, blinking away tears in her eyes. "Why else?"

"Because you—I don't know," he snapped, "you have some kind of plan, you… you couldn't _like_ me," he protested. She looked around. People were starting to stare.

"But I really do," she squeaked, feeling more and more embarrassed by the second. "I thought… I don't know."

"Well, I don't like you," he said firmly. "I couldn't—I could _never_ like you. Never. I was just trying to be nice, but…" he looked let out an angry scoff and ran a hand through his black hair. "Not after—just never!" He couldn't seem to form a complete sentence, but Regina was smart enough to understand what he was saying. What she couldn't understand was why. Everything had been going so nicely… she and Jack had been getting along famously for the past week, and she hadn't noticed one sign of his dislike for her.

"But what did I do?" she asked quietly, trying to talk low enough so that maybe the people around them would return to their own conversations. They didn't.

He scoffed. "What did you _do_? What haven't you done, you, you…" he seemed to stop himself from saying anything further. "No, Regina. I don't like you like that, I'm sorry. Please go and enjoy the rest of the ball without me." He spoke quickly, but he was loud enough for everyone to hear. He turned around and walked quickly back into the ballroom, leaving her alone in the garden with everyone staring at her. She felt her cheeks burn, but this time it wasn't affection that had her flushed. It was humiliation.

Tears pricked at the corners of her eyes as she ran as quickly as she could in her restricting dress. She had to get out of there, suddenly feeling very crowded and trapped. She tried to keep it together as she weaved through the crowded ballroom toward the great hall. If she was lucky, she'd be able to get to her room without running into anyone.

She wasn't very lucky.

Before she could even get past the food table, Grumpy had caught up to her, looking none too pleased that she'd slipped away from him.

"Hey, where were you?" he asked gruffly. She sniffled and looked up at him, and his facial expression changed immediately. "What happened to you?" he asked with a frown.

"Nothing," she stated, hardly able to speak without bursting into tears.

"Okay, okay," he sighed, taking her by the arm and helping her get out of the ballroom. Once they were in an empty hallway, he took out an old, beat-up handkerchief and gave it to her. He looked incredibly uncomfortable as she wiped up her tears with the worn cloth. "So what, did you get hurt or something? Are you okay?" he asked awkwardly, looking anywhere but at her.

"No," she sniffed angrily. "What do you care?"

"I was supposed to watch you," he said, matching her resentful tone. He waved the hanky away when she tried to give it back to him.

She sniffed some more, trying her very hardest not to cry in front of Grumpy. He would probably be the least sympathetic person to her plight. Besides that, she was sure that he only cared because he'd be in trouble if she got hurt on his watch.

"I'm going to bed," she said miserably, turning away and marching up the stairs to where her bedroom was. "You don't have to escort me; I know how to get there."

He fought the urge to roll his eyes. "It's not up to you, kid. I'll walk you to your room and leave you alone. How does that sound?"

She didn't answer, and instead continued on her way with Grumpy trailing behind her. Once she was up in her room, she locked the door and fell onto her bed in a heap of tears.

Where had she gone wrong? Sure, she had been worried that Jack didn't have the same feelings for her. She just hadn't expected to be rejected so harshly. And even if he didn't like her like that… the vehemence in which he pushed her away worried her. Was she really so repulsive?

"Oh my. Someone should have made their wish while they had the chance," a voice rang out over her sobs. She looked up to see Rumplestiltskin, who was dressed in fancy dancing clothes.

"Shut up," she snapped, a rare surge of anger pulsing through her.

"Ah ha, there's the Regina I know and love," he drawled, sitting next to her on her bed. "Did that nasty Jack break your poor little heart, dearie? Shall I go and avenge you?"

"No," she sniffed, looking up at him with contempt. "Why do you have to bother me _now_? Aren't you supposed to be at the ball?"

"Oh, but parties can get so boring," he said with a dramatic sigh. "And watching the torment of unrequited love is so much more interesting."

She sniffled some more and placed her head face-down in a pillow. She'd given up on escaping Rumplestiltskin, and if he was going to hang around, he would just have to deal with her crying.

"Poor Regina, always seeking love where she'll never find it," he didn't seem to be talking to her anymore. "It's the theme of her life, is it not? Unloved by her sweetheart, unloved by her mother, unloved by her son…"

"What in the world are you talking about?" she huffed, bringing her face out of her pillow. "You're not even talking about me. I don't have a son. And my mother passed away a long time ago after I was born."

Rumplestiltskin gave her an odd look, and then his mouth curled up into a smile. "Well there you're right, dearie. Your mother did die, didn't she? Hmmm. I wonder what else they've told you."

"Who told me what?"

"Your _precious_ royal family, of course," his voice was suddenly much deeper, and she stopped crying to stare at him.

"Don't say anything bad about them," she warned, finally sitting up to look him level in the face.

"Why, I would never," he gasped, placing his hand on his heart. "But you do have questions, don't you?"

She felt her blood grow cold. "No, I don't."

"Oh yesssss you doooo!" he sang, bouncing up off her bed and clapping his hands together.

"You should leave," she said with a shaking voice. He ignored her.

"Who were your parents? Why are you here at the royal palace?"

"I'm a lady-in-waiting!" Regina raised her voice. "I've told you already!"

"How come you can't leave the castle grounds? Why would someone as lowly as a lady-in-waiting need an escort everywhere she goes?"

"For protection, obviously," she spat.

"Ah, yes, but who are we protecting?"

"That doesn't even make sense."

He continued: "Why does everyone tip-toe around you?"

"They don't!"

"Why don't you have any friends?"

"I have… I have friends," she said, struggling to think of someone. "Henry is my friend. And Emma is, too…" Although, she had to admit that they were more like family to her.

"How come no one likes poor Regina?" he asked.

"People like me," she said, stung. "They do!"

Rumplestiltskin raised both of his eyebrows. "Where is Emma from? How are she and Snow White the exact same age if they're mother and daughter?"

"Stop!"

"And why, oh why does everyone look at you so strangely?" he said in a sing-song voice. "The princess stares, the queen stares, the guards stare…"

"They _do not!_" Regina yelled, his words like a pin to her heart. "Stop it! _Leave_—" Her words were interrupted by a sharp, shattering noise, and both Regina and Rumplestiltskin turned their heads to find the source of the sound.

A vase that sat in the corner of Regina's room had shattered into a thousand little pieces.

Rumplestiltskin's voice cut through the silence, "I suggest you ask your precious princess these tough questions," he said, a huge smile on his lips. "As for me, I have a ball to get to. I'll be seeing you, lady-in-waiting." He snapped his fingers and disappeared.

Regina stood still in the middle of her room, staring at the shards of ceramic that lay across her floor.

* * *

The next morning, Regina awoke to a light knocking on her door. She sniffed, miserable with puffy eyes and a headache.

"Come in," she called, her voice hoarse. Emma was the one who came through the door.

"Good morning, kid," the princess said gently. "Wow. You don't look so good."

"Thanks," Regina mumbled, burying her face in her pillow.

"What happened? Party a little too hard last night?" Emma joked. "Oh—Regina. What happened?"

Regina looked up to see Emma staring at the broken vase. "Oh… it was an accident," she mumbled, bunching her blankets up to her chin.

"Yeah, accident," Emma murmured, eyebrows close together. "Did something happen last night? Grumpy told me you turned in early." She sat on the bed next to her.

"Oh," Regina muttered, the memory of her harsh rejection coming back to her in a rush. Her eyes welled up with tears, despite her valiant efforts to keep them dry.

"Uh-oh," Emma said, wrapping a warm arm around her shoulder. "What happened?"

"It's Jack," Regina sniffled, feeling worse now than she did before. "I really like him. I mean, I thought I really liked him, and then I tried to kiss him last night and he…"

She broke down into tears and Emma rubbed her back and listened to the story: how she had kissed Jack, and how he pushed her away and told her that he'd never like her.

By the end of Regina's sad tale, Emma's lips had turned into a thin line and her eyebrows were knitted closely together—in anger or worry, Regina couldn't tell.

"He said what, now?" Emma asked slowly, the cogs in her mind turning.

"He said he couldn't like someone like me. And when I asked what I did wrong, he said, 'what didn't you do?'" Regina repeated, worried. Emma got angry all the time, but right now she looked absolutely furious.

"In front of everyone," Emma muttered under her breath. "What else did he say?"

"N-nothing," Regina replied, worried at Emma's intensity.

The princess stood up, looking wild and angry. "Regina, I need you to tell me exactly what he said. Don't leave anything out, even if you think it's not important."

"That's all," the younger girl said, growing a little frightened. "He just… he said that I couldn't like him, that I probably had some kind of plan… I don't know if he meant anything by it."

Emma frowned. "That's not all though, is it?"

Regina felt her cheeks flush. She'd forgotten all about Emma's uncanny ability to find the truth. She wondered if it was a bad idea to tell the princess about Rumplestiltskin.

"Spill," Emma commanded.

"E-Emma, was there someone at the ball last night who had… gold skin?" she asked carefully, watching the blonde's eyebrows raise in surprise.

"Gold skin…" Emma said slowly. "Regina, you need to be absolutely honest with me now—and I'll know if you're not. Did you see Rumplestiltskin last night?"

Regina nodded. Emma suddenly looked as if the wind had been knocked out of her.

"What did he say?"

The younger girl wished that she could sink into her bed and disappear. "He said a lot of things," she replied, feeling tears prickle behind her eyes.

Emma nodded. "Okay. You and I _will_ talk about this later," she said firmly. "For now, I need you to get dressed. Stay here, I'll be back in just a second." She left the room in a fury, leaving her lady-in-waiting reeling. She quickly threw on her riding pants and a simple shirt before following her princess down the hall.

"Wait, Emma!" she cried. "What are you going to do?"

Emma whirled around, her long blonde hair almost whipping Regina in the face. "Don't worry about it," she breathed, winded from rushing down the hall. "Just wait in your room and I'll be right back, okay?"

Regina reluctantly obliged. She sat on her bed and brushed her hair as she waited and worried about what Emma would do. She'd never seen her so angry before.

A half an hour passed before another knock was heard on her door. Regina jumped up to open it.

"Emma, what happen—oh." Rather than the princess, it was Jack who stood at her door, a stony expression on his handsome face.

"My Lady," he said firmly, his stance rigid.

"Oh, Jack," she said, looking down. "Hello."

"I came to apologize for my behavior last night," he said, his words sounding forced.

"Oh. It's alright," Regina said with a frown. She really hadn't expected him to come and apologize, so she wasn't sure what to say.

"The way I acted was completely inexcusable. I was completely insensitive. I acted like a complete," he swallowed, as if he was struggling with his words, "a complete pig. I've come to realize that I'm not worthy of a lady such as yourself, and I'm leaving today."

"Wait, you're leaving?" she gasped. "What about Henry? And Jill?"

"I'll come back when they call for me," he said. "As for now, I pray that my lady forgives me. I take my leave." He turned and walked down the hall.

"Jack, wait!" she cried, following him out. "You don't have to leave today just because of me…"

"As a matter of fact, I do." He turned to face her, looking angry. "Now, please. Goodbye."

She didn't protest as he walked away this time, feeling her heart break again. He was leaving because of her. Henry's best friend and new brother-in-law… if only she hadn't been so foolish. She'd ruined everything.

* * *

**A/N:**

Aw. Poor Regina. :( Jack just isn't the guy for her!

Be sure to review and tell me who you think Regina should end up with! Are there any fairy tales that haven't been on OUAT yet that we should explore? Just let me know what you think.

In the meantime, Allons-y! We are off to the real adventure!


	5. A Hard Truth

Regina found herself in her room alone, feeling lonely and depressed. She felt terrible about Jack. She just knew that if she hadn't kissed him and then told Emma about it, he would have still been in the castle and everyone would be happy. _She_ may have felt upset, but she could have kept it to herself without causing anyone trouble.

Once Henry found out what had happened, he would probably be angry with her. Jack and Henry were best friends and it was all her fault that he'd been sent away, not to mention the fact that Jill would probably less than pleased. Which would only make Henry more upset… At least it would be a few weeks before he found out. He and Jill were already off on their honeymoon.

Regina squeezed her eyes shut and let out a defeated sigh. She'd really messed things up now.

She sat up, trying to distract herself from her misery. Emma was supposed to have come back to her room to talk to her, but she had been waiting for a long time. She was just going to have to be proactive and find Emma herself.

She left her room and walked toward Emma's. She knocked on the door a few times, and when no one answered she opened the door a crack. Emma wasn't in there.

Regina shut the door and continued her search through the halls. If she wasn't in her room, she was probably talking to the Queen. The young lady-in-waiting made the long walk down the stairs of her wing and up the stairs of the East Wing, where the Queen and Kind resided. She was a little nervous as she made her way, as she hadn't really been to this part of the castle very many times. In fact, she wasn't really sure if she was allowed to be wandering around here.

"Emma?" Regina called quietly, hoping to find the princess soon. She really didn't know if she was allowed in the wing. No one had told her specifically not to come to this part of the castle, but…

She stood still for a second and listened. She could vaguely hear the sound of voices speaking lowly to each other. She walked as quietly as she could toward the sound until she stopped in front of a slightly opened door.

"… don't know what to tell her," Emma's voice was quiet, as if she were telling a secret. "Rumplestiltskin has already visited her."

She heard Charming scoff. "Of course we couldn't trust the imp to stay away," he said with a sigh.

"This isn't fair," Snow said softly. "She isn't the old Regina. She shouldn't be treated like this. What did you tell Jack when you sent him away?"

"The truth. He knew he wasn't supposed to say anything when he and Jill came to the castle." Emma sounded angry. Regina tried to peek through the tiny crack in the door to see what they were doing, but she had no luck.

"What did he say, specifically?"

"That she couldn't like him for real because she had a 'plan'." Regina could practically hear the air quotes that Emma liked to use. "I know he didn't tell her anything specific, but... he broke her heart. You should have seen her."

"That may have been a little extreme," Charming said, "but I can understand... I think either of us would have done the same thing for you."

Snow White let out a sad sigh. "The older she gets, the harder this is becoming. What are we going to do? She's going to find out the truth one way or another."

"What has Rumplestiltskin told her?" Charming asked.

"I don't know, just enough to freak her out," Emma said. "I told her we'd talk about it."

"You should tell her the truth," Snow White said. "That's the right thing to do. I think she's old enough now."

"But what if she's angry? She'll know we've been lying to her this whole time."

"_Protecting_ her," Snow corrected softly. "It wouldn't have been fair to tell her the truth when she was a child."

Charming interjected, "Sometimes the truth is too hard… especially for children so young. It's better to wait until they're older."

Emma's voice shook like she was about to cry. "She'll hate me," she said, "she'll hate all of us."

Regina felt the sick feeling of fear once she heard her voice break. Emma never cried, ever. How could she think that? Nothing could ever make her hate Emma, not when her very first memory was of the older woman holding her in her arms and stroking her hair.

"The truth should come from you, Emma. Not Rumplestiltskin."

Regina could feel herself start to shake. What was going on? What truth was Emma supposed to tell her? She couldn't imagine anything that could make her hate the royal family—they had taken care of her ever since she was a baby.

And who _was_ Rumplestiltskin, really? How did Emma know him?

"I can't tell her," Emma said, sounding desperate. "She'll never forgive me!"

"Emma, she'll never forgive you if she finds out the truth from someone else. If you tell her, she can hear your side of the story," Snow said, her voice firm and compassionate. "And she'll always know that you love her."

"I can't lose her," Emma said, breaking Regina's heart even more. She'd always been close to the princess, but she'd had no idea that Emma loved her so much. "When we jumped through the portal, I was so scared because I suddenly had this new kid to raise. But after a while I realized that I was getting a second chance. I didn't get to be with Henry when he was that little, but I got see Regina grow up."

"You spent the most time with her," Snow said, and Regina could practically hear the gentle smile she was surely giving Emma. "She's precious to you. Like a daughter."

Regina's heart practically stopped at those words. It was true; Emma had always been there to care for her and guide her through the confusing parts of life. She didn't know who her real mother was, but Emma had always stood in that place in her heart. The love she suddenly felt for Emma pushed all her fear away. No matter what she had to tell her, she'd never hate the princess or her family.

Regina pushed the door open all the way and stood bravely in the threshold. "Emma?" she asked, finally able to see the people she had been listening in on. Charming and Snow White had Emma tucked into a tight hug.

"Regina?" Emma gasped, her eyes shining and her cheeks red. "What are you—how long were you—?"

"We'll leave you two alone," Charming said, giving his daughter a reassuring shoulder-squeeze. He gave Regina the same squeeze on his way out of the room.

Snow White placed a kiss on Emma's cheek and wiped away a tear. "Just tell the truth," she said with a sad smile.

And then the two were left alone.

Emma looked speechless as she stared at the younger girl, fear in her eyes. Regina stepped toward the princess and wrapped her arms around her. She could feel Emma's surprise as she hugged her.

"I'll never hate you, Emma," she promised. Emma's arms immediately grasped around Regina and she gave her a tight squeeze.

"I wouldn't be so sure," she murmured, making sure to hold Regina for as long as she could before letting go. It made her sad—it felt like Emma was saying goodbye.

Emma made her way to a settee in the corner of the room and motioned for Regina to sit next to her. She complied, readying herself for whatever truth the princess wanted to tell. She knew, deep in her heart, that nothing could be as bad as Emma seemed to think it was.

Emma took a deep breath, seeming to gather her courage. "Regina," she said, "this is going to be a long story."

* * *

"Okay. Imagine a world without magic."

"O-kay," Regina said slowly, unable to imagine such a thing. Without magic, what was there?

"A world where there are only humans. No dwarves, no fairies, no dragons. And the people who live there don't believe in magic at all."

"I don't think such a place exists," she said.

Emma shook her head. "It does. That's where I'm from."

"What? How are you from a world without magic? You're the princess of this kingdom," Regina said, confused.

"Once upon a time there was a curse… Oh God, I can't believe I just said that," Emma sighed. "A long time ago, someone cast a curse on this land…"

* * *

Regina could hardly speak by the time Emma was finished with her story. Emma sat across from her, studying her with appraising eyes.

"Regina?" Emma asked, concern in her voice.

"I…" Regina didn't know what to say. The story was too fantastic to be true, but Emma would never make a joke like this. She could hardly identify herself as a queen, evil or otherwise… and why would she torment Snow White and Charming? She loved the king and queen.

And Henry… she was Henry's adopted mother? But… he was like a big brother to her. How was it possible?

"Why did you adopt me?" Regina asked after a while.

"Because…" Emma sighed. "I don't know. You were just so small and innocent… and it was all my fault that you were dying. Henry made a wish that you would stay alive, and the Blue Fairy listened," she explained.

"Did you ever hate me?" Regina asked, tears in her eyes. It would only make sense, after all—she had tormented practically everyone in the entire kingdom, Emma and Snow White most of all.

"Absolutely not," Emma said firmly, placing a hand on Regina's shoulder. "I never hated you. Things were different back then. There was a lot of history between us, but when we came back to the Enchanted Forest… I realized that it was your second chance."

The younger girl covered her eyes to keep Emma from seeing her tears. Emma continued: "And even before all that happened, Regina, you were trying to become a better person. You were trying to be good for Henry. That's how I know you were still good on the inside."

"No, I was evil," Regina sniffed. "I was evil and I hurt so many people. I don't deserve…"

"Stop that right now," Emma said. "You are a _good person_. Do you know how I know?"

"How?"

"Because I raised you. I've watched you grow, and you have one of the purest hearts of anyone I know. You're a whole hell of a lot nicer than I was at your age." She wrapped an arm around her young charge. "You are _not_ the Evil Queen. You're Regina."

* * *

For the next few days, Regina stayed in her chambers and spoke as little as possible. She hardly ate, and she spent most of her time sleeping. Emma, Snow White, and Charming each tried to coax her out of her room but to no avail.

She could hardly process the story Emma had told her. She was evil. She was a bad person. She'd tormented everyone, even Emma, the person she looked up to the most. She'd made Snow White miserable, she'd killed people (or ripped out their hearts), and she had ruined countless lives. It made her sick to her stomach to even think about it.

It made sense now, why she wasn't allowed outside the castle without an escort. People probably still wanted to hurt her for all the evil things she'd done. Now that she knew her past, she understood the reason for the way some people treated her. Why Grumpy seemed to harbor a deep dislike for her, why Jack couldn't stand to be kissed by her. And she couldn't blame them one bit. She almost hated herself.

The strangest part of it all was that she was Henry's adoptive mother. How had that been for him, to be raised by her, only to have her as a little sister later in life? It was weird, and she wasn't sure what she would do next time she saw him.

* * *

A whole week passed by, and Regina found herself in front of her vanity, staring at her reflection.

She frowned. Her skin was pale, there were bags under her dull-looking eyes. Her hair was flat and ugly, and she'd lost weight, but not in a good way.

"Mirror, mirror, on the wall," a voice sang out and she jumped.

"Rumplestiltskin?" she asked, whirling around to see the imp lying back on her bed with his arms crossed behind his head.

"My queen," he greeted, giving her a toothy grin.

"I am _not_ a queen," she said firmly, standing up to face him.

"Ah, but aren't you?" She didn't answer him. "Oh, don't be so sour," he reprimanded, hopping off the bed and onto his lithe feet.

"You should stop visiting me," she said. "I don't want anything you have to offer."

He frowned. "You know something new, don't you?"

She nodded.

"Hmmm," he hummed, narrowing his eyes. "And you're sure I don't have anything to offer you?"

"I'm sure," she affirmed. "Emma told me all about you. And she said that I should never make any kind of deal with you."

"Oh, but don't you think her version of events may be a little… biased?" he asked, his grin back in full force. "She doesn't know every detail of your old life, does she?"

Regina frowned. "I… I guess not…"

"But guess who does?"

She was reluctant to follow him down whatever path her was taking her. "Who?"

"You," he answered with a light poke to her nose. She brought her hand to her face and rubbed the spot he'd touched. "What would you say if I could give you all of your memories back?"

"No," she said instantly. If there was one thing that was a comfort to her, it was not knowing all the details of her old life. Just the stories were more than enough.

"Oh? Are you sure?" he asked, stepping closer to her, eyeing her as if he were studying a most interesting specimen. She shivered.

"I'm sure," she said, trying to sound as firm as possible. Now that she knew more about Rumplestiltskin and the role he'd played in her old life, she felt much more wary around him.

"If you had your old memories back, no one would know," he said lowly, conspiratorially. "You would have a place right here in the castle, and everyone would trust you. Even the _Queen Snow White_. Take the chance now, dearie, strike while the iron is hot. You can finally accomplish all that you've worked for."

"No!" she cried, pushing Rumplestiltskin back with a force she didn't know she had in her. He looked shocked and maybe even a little angry, but she didn't back away. "Leave me alone! Leave my family alone. I never, ever want to see you again," she said, surprised that her voice didn't shake.

"Fine. Have it your way, dearie!" He gave her one last grin before snapping his fingers and disappearing.

She stood still for a moment, trying to catch her breath. The room was deadly quiet but for the sound of her breathing.

Rumplestiltskin wanted her to go back to being evil. Well, it wasn't going to happen. Regina stood up straight, suddenly feeling brave. It didn't matter who she was in the past. She was different now, and she'd just proved it to Rumplestiltskin. Now, she was going to prove it to herself. She wouldn't become evil, and she wouldn't use magic. She'd do everything in her power to be a good person. She took a deep, cleansing breath, feeling invigorated by her own determination.

Like Emma had said: She was not the Evil Queen. She was Regina!

There was a knock on her door and she whirled around in surprise. "What?" she half-yelled, an irrational notion that Rumplestiltskin was the one behind the door.

It was only Emma. "Hey, kid," she said, raising an eyebrow. "Is everything okay?"

"Yeah," Regina said, breathing a sigh of relief.

"O-kay," she said, giving her a small smile. "Listen. I know you've been having a hard time…" Regina shrugged, and Emma seemed to wince at her own understatement. "So I thought we'd get out of the palace for a while."

Regina slumped her shoulders. "What?"

"Yeah," Emma said, placing her hands on her hips and smiling. "Let's get out of here. You need a change of pace."

The young woman could only stare, and repeat: "What?"

Emma rolled her eyes and sat down on her bed, patting the space next to her so she would sit down. "I was talking to Snow and we decided that the best thing you for would be some fun."

"Some fun?" Regina asked, as if the word was completely foreign. She'd been moping for so long that she'd forgotten all about having fun.

Emma raised an eyebrow. "Yes, _fun_," she repeated. "We're going to the ocean."

Regina finally seemed to snap out of her stupor. "The ocean?" she gasped, the weight that had been weighing on her mind lifting a little. "We're leaving the palace? But I've never—the ocean is far away!"

"Yeah, I know," said the princess. "There's a little cottage on the shore that Snow said we can use. We can go out to the beach every day, tan in the sun, go swimming…" she said, trying to tempt the younger girl.

That sounds wonderful," Regina said, feeling a smile on her face for the first time in a long time.

"Good!" Emma chirped. "Pack your bags, because we're leaving tomorrow."

"Tomorrow?" she asked, surprised.

"Yep. I'm not giving you any more time to mope around," Emma said. "Pack your bags; we're taking off early in the morning."

"What—really?"

"Really really," Emma said. "We're taking a vacation."

"For how long?"

"As long as we want," Emma said. "Snow and Charming are fine, Henry's married and off to do who knows what. We'll just hang out at the beach until we're sick of it. Sound good?"

"Yes!" Regina exclaimed, wrapping her arms around the princess in a hug. "Thank you, Emma!"

* * *

**A/N:**

Her everyone! Sorry for such a short chapter. But if I didn't cut it off here it'd be too long!

I know that right now it may seem like Regina is taking the news about her evil past pretty well, but there is still more struggle to come! For those of you looking for that angst, just remember that she's been pretty sheltered in the palace and has had a really nice upbringing. In the coming chapters, she might just find out that some of the stuff she did a long time ago is about to bite her in the butt!

Coming up next is some adventure! We'll be putting Regina to the test. ;)

I hope you enjoyed it! Please leave me a review!


	6. Falling

**A/N:**

So, I've been avoiding excessive notes on this story but I just wanted to say… I am really proud of this chapter! I'm hoping for some feedback so I can know what you all think. Also I wanted to thank everyone who has reviewed so far! I didn't think I'd get very many reviews for this, mostly because I wrote this to distract myself from the writer's block on all my other stories. But I have really enjoyed writing this story, so very much!

I also wanted to thank everyone who reviewed/PMed me about the pairing. I have figured out the game plan! You'll see in this chapter. :)

Enjoy!

* * *

It took four days by carriage to get to the ocean, but Regina enjoyed every second of it. She had never seen such a beautiful landscape (partly because she'd barely ever been outside the castle walls).

They travelled through the Enchanted Forest, past its tall, fragrant trees and sparkling blue lakes. Regina took every opportunity she could to get out and explore the forest despite Emma's complaints that they were taking too long.

The beach itself was the most beautiful thing she had ever seen. Clear water stretched as far as the eye could see. Soft, warm sand met cool, lapping water. The smell of salt and sand wafted into her nose. All of her troubles seemed so far away.

"We're finally here!" Emma exclaimed, stretching her cramped limbs and taking a deep breath.

Regina was in heaven. "I want to stay here forever," she gushed, setting her luggage down and kicking off her shoes. "Let's go outside!"

Emma obliged, kicking of her own shoes and running after her young charge. Regina ran toward the sea, laughing as the water splashed around her feet.

She whooped as she hit the surface of the salty water, relishing the feel of the cool water against her warm skin.

"Hey!"

Regina stopped immediately and whirled around to look at Emma, who had been standing right in the way of her splashing.

"Oh, Emma, I am so sorry—" A large spray of water hit her right in the face before she could finish her apology. She wiped her eyes to look at the blonde, who was soaking wet and grinning. Regina smirked and splashed back, and they played out in the warm sunlight until they were both soaked to the bone.

* * *

It was almost sunset when the two trudged in from the beach, water dripping everywhere. The one maid who had come along with them (at Snow's insistence) shot them both looks of disapproval, but Emma only smiled and winked at Regina, who stifled her own laughter.

"Princess, you'll catch cold if you're not careful," the stout woman admonished, placing towels around the both of them.

"Oh, it's like ninety degrees out there, Agnes," Emma replied with a roll of her eyes. Agnes shook her head and frowned.

"I've drawn baths for the two of you. Please hurry up and get in! I don't care how warm it is, you can catch a cold any time of the year."

It wasn't long before Regina had taken a bath and slipped into a light night gown. She settled into her bed and wrapped up in the covers, feeling lighter and happier than she had in weeks.

She sighed, breathing in the ocean air and listening to the ocean through her open window. The call of seagulls and the low roar of the sea was like a lullaby, and she drifted off into a peaceful, restful sleep.

* * *

The next day found Emma and Regina out on the beach again. The princess lay back in the sand on a towel, lounging under a make-shift umbrella and reading a book. Regina was close to the sea, sitting right where the sand and water met. She lay flat on her stomach, studying a starfish that had washed up with the water.

It was breathing. She hadn't even known that starfish could breathe at all. Fascinated, she watched the pink flesh of the starfish move up and down. Carefully, she stroked a spiny pink leg.

"So pretty," she murmured, moving her hand away and continuing to watch.

She thought of the dried starfish she had seen at the castle. Merchants had come from across the kingdom and they had given the royal family dried sea stars as gifts. It occurred to her that they dried up and died from exposure. Was this starfish dying? It probably needed to get back into the water.

She carefully scooped up the sand underneath it, afraid to damage it with her touch. She slowly and cautiously waded out into the water.

"What are you doing?" Emma called, watching as the younger girl waddled carefully out into the sea with her hands full of sand.

"Saving a starfish," Regina answered before diving under. She opened her eyes once she was underneath, looking for a suitable place to set the sea star down. She took a moment to admire the gorgeous ocean floor. There were little corals and ocean plants everywhere, waving with the currents. She paddled her way up to the surface to take a deep breath and pushed under once more.

This time she made an earnest search. It didn't take long before she spotted another bright pink sea star, and she gently dropped her recued starfish and let it float down to meet its fellow.

She stayed under for just a few moments longer. The water was so clear and beautiful. Light from the sun streamed in from the surface, rippling and refracting. She would have stayed there forever, just watching the water move if she hadn't had to breathe.

She resurfaced and paddled her way back to shore. Emma was back to her book, and the beach was still as peaceful as ever.

* * *

They spent the next few days relaxing in their own private corner at the beach. Every day Regina donned her light fabric bathing suit and walked along the shoreline until she couldn't stand not to jump into the water. She ate fruit for breakfast and lunch, and in the evenings she went inside to eat whatever Agnes cooked for them; mostly fish and vegetables. Then she would hop into a bathtub filled with warm water and rose essence, and then sleep soundly through the night, worn out from the sun and the sand.

One morning, she'd put on her swimsuit and was getting ready to go outside when Emma stopped her.

"Whoa, hang on, kid. We're going into town today, remember?"

Regina raised her eyebrows and made her way back into her bedroom. No, she hadn't remembered that they were going into town. In fact, she found it difficult to pay attention to anything for very long, and to her, the news about going into town was brand new.

She emerged, dressed in the lightest gown she could find—still; it was somewhat heavy for the weather. She was already starting to sweat.

"We've gotta get some weather-appropriate clothes," Emma panted, and Regina could see that the princess was sweating, too. The weather at the castle and in the Enchanted Forest was a little cooler, but here at the beach it stayed a consistent warm temperature. "We can't just keep wearing our swimsuits every day."

Regna agreed and they rode the carriage into town. No one in town recognized them, and she could see that Emma was thankful for the anonymity. If they had been back in the Enchanted Forest, people would have been clamoring to see the princess.

They both bought a few light gowns that they could wear during the day, and a few new bathing suits, as well. Agnes came along with them, and the older woman tried refuse Emma's offer to buy her lighter clothes. Emma ignored her protests and bought her some outfits, insisting that she'd seen Agnes leaning over the oven looking sweaty and miserable. Agnes acted a little indignant, but Regina could see her relief at the prospect of new, light clothes.

"Let's eat somewhere. We'll give Agnes a break from cooking tonight," Emma said.

"Oh, it's really no problem, dear," Agnes protested.

"You've been cooking every night for a week, Agnes," Regina said. "Maybe it would be nice for you to take a break." The maid's face softened at this but she still shook her head.

"There's nowhere in this town to eat. Only bars and pubs, places that are completely inappropriate for ladies of your standing," she said with a frown.

Emma smiled. "I wasn't thinking about eating at a pub. Do you hear that?"

Regina and Agnes both stopped to listen to whatever Emma was talking about. There was a bit of a ruckus going on down the street, but neither woman could figure out what the princess was talking about.

Emma explained. "I heard someone say that there's a banquet tonight in honor of the duke's son's birthday."

"Who's the duke?" Regina asked. "Do we know him?"

"Nope," Emma replied. "I wouldn't know what lords or dukes live in this part of the world."

Agnes looked a little shocked. "Princess, the lord of this region is the Duke Tuck. He's a part of your kingdom," she said. "I'd have thought you would have learned all this."

Emma shrugged. "I'm sure Henry could tell you all about the lords and dukes or whoever about wherever. I'm not much of a politician," she said with a wink at Regina. "If he's a part of our kingdom, then he won't mind us crashing his party, right?"

Agnes gasped in shock. "But it would be—we won't be expected!" she exclaimed, putting a hand to her heart. Regina laughed. Emma seemed to get a kick out of scandalizing Agnes. "It's terrible etiquette!"

"Well, it's terrible etiquette that we didn't get invited in the first place," the princess now had a smile that looked almost evil, "we'll take the high road and show them that we aren't offended."

Agnes looked about ready to faint, but Emma just laughed and led her two companions back to the carriage. They rode the short distance back to the beach cottage, Agnes fretting the whole way over the decision to crash the banquet.

"Don't worry Agnes, you don't have to come if you're scared," Regina said, grinning at the old maid's grimace.

"I'm not… scared," she said incredulously. "I just don't see what the fuss is about. Why go to a banquet when I can just cook for you?"

"The whole point is to give you a break," _and tease you_, Emma said with a smile. "But you can stay if you really want to. We'll bring you leftovers."

Agnes looked exceedingly pleased at this statement. "Well, I suppose someone has stay and tend the cottage, right?"

* * *

Emma and Regina changed into their new clothes. Emma donned a pale yellow dress and let her long blonde hair tumble down her back. Regina chose a mint-colored dress that stopped at her knees and sandals that showed off her toes. Emma grinned and told her that they looked noble, but not so noble that people would figure out that they were a princess and her lady-in-waiting. Perfect guests for a duke's party.

It wasn't long before the princess and her lady-in-waiting were riding their carriage up a steep hill toward the duke's mansion. The large house rested on the very top of the hill right next to a beautifully dangerous drop leading straight into the ocean. Only a tiny fence rested between a person and a steep plunge into deadly waters. There was a large yard behind the house where the party was in full swing, and they could hear the music and dancing all the way from where they were at the front gates.

"This sounds like a wild party," Emma muttered, sounding surprised at her own statement. Regina was surprised as well—for some reason she'd imagined that they would be crashing a boring, stuffy affair. "Okay, ground rules," she said, looking right at Regina. "You don't leave my sight. You don't drink alcohol, and you don't kiss boys."

Regina snorted at that last bit, but Emma gave her a warning look all the same. They stepped out of the carriage and walked right up to the front gates where a guard stood, looking slightly tipsy.

"Had a little to drink tonight?" Emma asked, sounding everything like the sheriff she used to be.

"Not at all, miss," he said, clearing his throat and standing up straight. "Do you have your invitations?"

"Invitations?" Regina asked, feeling a little nervous. She'd only been to one big party in her whole life, and she certainly hadn't crashed it.

"Yes, you need them to get in," he replied, wiping his mustache and trying to compose himself.

Emma gave him a charming smile. "We forgot our invitations," she said, placing her hand on her hip and leaning forward. "Can't you make an exception for us?"

Regina could hardly believe it, but the large man actually blushed a little. He gave her a grin and wiped at his mustache again, twirling it at the ends. "Well, I'm not sure…" he said, clearing his throat and trying to look composed.

Emma pouted, and Regina nearly laughed. She was being so obvious!

"Are you sure you couldn't just turn the other way while we walked in? We're just a couple of harmless little ladies," she said.

The guard smiled and his face turned a deeper shade of pink. "I can't… I can't make any exceptions… but my shift is almost over. Maybe if…"

"Yes?" Emma drawled, leaning forward a little farther.

"Well, maybe if waited until I exchanged shifts with my partner… I could escort you in myself?"

The princess grinned. "Fair enough," she said, looking over his shoulder. "Is that your partner over there?"

The guard whirled around so fast that he almost swayed and fell right over. "Oh, yes, that's him. We could go in now, if you like…" He offered Emma his arm and she blinked in surprise.

"Go ahead, Emma," Regina urged. "I'll stay within sight of you." Emma gave her a look. "I _swear_," she promised, crossing her heart.

"I'll be keeping an eye on you," she said. "No alcohol, no boys."

Regina rolled her eyes and marched into the party behind Emma and the guard, whose name was Francis. Francis was flirting so hard with Emma that it took all she had not to laugh at him outright—but the princess didn't seem to mind one bit.

Weird.

Regina wandered about the courtyard, observing the wild party. There were plenty of drunken nobles hanging around their tables, laughing loudly and dancing to the live music. She saw a large man, who must have been the duke, wrap his arms around a younger man, sobbing that he was growing up too fast. The liquor was flowing freely, obviously.

Regina passed by the sight quickly, covering her mouth to stifle a laugh. She made her way to the little fence that had intrigued her from the moment she saw it—the fence that kept people from falling off the ledge and into the rocky ocean.

She walked carefully along jagged rock toward the iron gate, looking back occasionally to make sure she could still see Emma. The princess was busy talking to the guard that had let them in. It honestly surprised her. She'd thought that Emma had only used him to get into the party, but it seemed that she didn't mind the mustachioed man's company.

The lady-in-waiting smiled to herself. Emma never seemed interested in anyone romantically. She wondered if it could really work—a guard and a princess.

She finally reached the fence and tested its sturdiness. It was solid, at the very least. She looked out at the ocean and wondered if anyone had ever fallen down this steep ledge. There was more to it than met she eye, she realized. It wasn't just a steep drop; there were some ridges that one could climb before falling. And if a person did fall, they'd run the risk of being impaled on one the sharp rocks that protruded from the hill. There were some places that a person could land before falling into the ocean, but it was a dangerous, sharp terrain. A tumble down this hill would surely kill a person.

Regina tried not to think about the awful fall a person could take, and instead admired the cool night sky. It was completely dark now, and a million stars shone brightly over the water. The wind blew and Regina took out her hair pins to let the wind cool her scalp. She closed her eyes and took in a deep breath of the salty ocean breeze.

She let out a sigh and smiled. This place made her forget all the things she worried about—magic, the past that she couldn't remember. It made all of those things seem so distant, like they were happening to someone else.

The wind caressed her cheek and she took in another deep breath. She wished that she could be here forever.

A soft, high-pitched laughter distracted her from her reverie. She opened her eyes and looked for the source of the noise. Just over the fence and to the right, three young boys were playing on the rocks. They were alarmingly close to the edge.

"Hey, get away from there!" Regina called. What were such young children doing at a party like this, anyway?

"What?" one of the boys answered, looking up at her from his perch near a sharp rock.

"Get away from the edge!" she replied, leaning forward so that they could hear her. She heard a collective "aw" from the kids, and she supposed that she had caught them doing something they got in trouble for often.

The children began filing slowly up the rocks. Regina watched as they made their dangerous way back up to the fence, feeling like she was about to have a heart attack. How could kids engage in such risky behavior? Emma would have slapped her silly if she'd done such a thing as a child.

Her breath caught in her throat when one of the children stumbled over a sharp stone and cut his foot. He cried out and Regina nearly panicked. "Stay still!" she called. The other two kids paused where they were and looked to their fallen companion. They turned back to get him.

"No, you two keep coming!" she cried, afraid that they would fall, too. The unhurt children bounded up the rocks and she helped them up the last few steps. "Stay right here," she instructed, making her way down the path so that she could help the crying child that had been left behind.

"He cut his foot and got it stuck under a rock. Are you gonna help him?" one of the boys asked, concerned for his friend.

"Yes. Actually, could you get his parents?" she asked, hanging onto a study rock and lowering herself down. The boys scampered off toward the party, and she could only hope that they were doing as she asked. She turned her attention to the boy who was still stuck on the rocks, and she could see that his foot was bleeding. A lot.

"Are you okay?" she called to him, still working on climbing down the path the boys had taken.

She heard a sniffle. "I-I'm okay," he replied, holding onto his foot. "I'm stuck."

"I see that," she panted, struggling with her shoes. Her sandals were clearly not built for climbing rocks. She slipped them off and got a sturdier hold, although it was painful. It was too late to slip them back on. She left them on a small ledge and continued down. "Just stay where you are, I'm going to get you."

It took her a few more moments, since she wasn't used to scaling mountains, but she made it to the boy just as he was beginning to cry again.

"Shh, it's okay," she said softly, grasping his arm to lend him support. She carefully wedged his hurt foot out from the crevice he'd gotten himself stuck in. She took a closer look at the appendage. It would need stitches, but he would survive. "You're going to be just fine. You'll have an impressive battle scar," she said with a reassuring smile.

The boy hiccupped and wiped his tears. "Thank you."

"You go on ahead of me. I'll stay behind you to make sure you don't fall, okay?"

"Okay," he answered, hobbling up the rocks ahead of her, leaving a bloody footprint wherever he stepped. She grimaced; the sight of that much blood really made her nervous.

"Regina!" There was Emma's voice. She looked up to see the princess and a few others standing up by the gate, looking down at the pair. "What the hell are you doing down there?"

Regina laughed a little at Emma's language and focused on climbing up after the boy, who was actually quite quick despite his injury. She could hear the other boys telling the group on the ledge that she'd saved their friend. She rolled her eyes; their story was a little dramatic.

"Be careful!" Emma called. Her guard friend leaned over the edge too, his eyes wide with worry.

Regina breathed a sigh of relief once she saw Emma pulling up the injured kid. "Is he safe?" she asked from her perch.

"Yes, he's safe!" called a few of the onlookers. She heard some clapping from the ledge and Regina could tell that the bystanders were a little drunk. "You're the hero of the party!" someone called, and a round of cheers went up.

Regina laughed at that. Her? A hero? The label actually made her feel good. It was definitely a better title than "Evil Queen".

Suddenly, she felt a sharp pain in her foot and she gasped. She looked down to see that she'd slipped and poked herself on a sharp stone.

"Regina, do you need help?" Emma called, her voice anxious. Regina didn't answer, too focused on climbing. She regretted taking her shoes off earlier, because now her feet were really hurting. She gritted her teeth through the pain and tried to keep going, but her foot slipped once again and the rock she'd been holding onto disconnected from the ridge.

She felt an awful dread as she fell. She could hear screaming as she teetered backwards, and instead of hitting another ledge, she continued falling.

She fell so fast that she couldn't breathe. A harsh, cold wind whipped across her face and her body, and she watched the top of the hill grow further and further away from her. She heard someone call her name, and then the loud roar of the wind and the ocean. She wanted to cry out but she couldn't. She was going to die. If she didn't hit one of the rocks on the way down, she'd drown in the sea.

She'd never felt more pain than when she hit the water. It was a hard impact that knocked the breath out of her, followed by a thousand tingling needles of icy pain. She wanted to scream, swim, fight, but she couldn't move at all. Her eyes were wide open as she sunk lower and lower, unable to see anything in the black water.

There was no air. There was no light. There was nothing but cold, black fluid in her lungs. And then, when she thought that all hope was lost, there was the sparkle of emeralds in the darkness.

* * *

She felt a pair of lips on her own and wondered.

What a soft kiss.

There was the breath of life, the expansion of lungs, and the expulsion of water.

She coughed and coughed, feeling weak and tired. Once she finally caught her breath she started crying, but she was almost too tired to do even that.

There were hands on her face, wiping her wet hair out of her eyes.

"Stop crying," someone told her, and she obeyed as best as she could. She finally took a long, shaky breath and opened her eyes.

A pair of dark green eyes peered back down at her. "It's you," he said, a frown on the lips that had just been touching hers.

"Who?" she asked weakly, her voice raspy with sea water.

"The girl with the starfish."

Regina blinked and tried to sit up, but a pair of hands pushed her back down onto soft, wet sand. "Rest," her savior commanded. "Not many survive that fall. You were lucky."

She rolled her head to get a better look at her rescuer. It was a man, but she could have told that from the voice. He had sparkling green eyes and a dark, tanned face. He had wet brown hair that he'd slicked back out of his face with his hands. If she hadn't been so exhausted, she would have been embarrassed to see that he had no shirt on.

Her eyes trailed down his chest and his stomach where pale green scales began.

What?

She blinked a few more times, sure that she was just confused form her fall. But no, she was right the first time; he had a tale of a most brilliant mint green, offset by the occasional emerald scale. Her addled mind told her that he was like a jewel. She had seen drawings of mermaids in storybooks, but she'd never imagined how brilliant they would look in real life.

He began to inch away from her. "Wait," she called softly, afraid that he wouldn't be able to hear her. Thankfully, he did as she said. "You saved me," she whispered.

He gave her a deep frown in reply. "I shouldn't have—I shouldn't be on this land," he murmured, still looking over her. She couldn't remember seeing such a remarkable pair of eyes, and they were so close.

"You kissed me," she said, bringing a weak hand up to her lips. The merman's face colored and he backed away from her.

"I didn't kiss you," he defended. "Your lungs were filled with water. I was saving you."

"My hero," she laughed, feeling her strength grow. She tried getting up once again, but she was still too fragile.

"You shouldn't try to get up again," the merman said, once again pushing her back down. "You shouldn't even be alive."

Regina could hear yelling off in the distance. "Emma," she murmured. Emma would be rushing down the hill right now, convinced that she was dead.

"Don't speak," her savior said gently, his voice soft. She felt him moving away and she felt fear set in her heart.

"Where are you going?" she whimpered, feeling panic set. How hurt was she, really? All she could feel now was cold, but the bottoms of her feet were beginning to ache.

The merman moved back toward her hesitantly. "Home," he replied.

"In the ocean?"

"Hush." A long, cold finger rested on her lips. "I'll give you one warning, legged girl. Keep your princess away from the water."

"Wha…?" Her question was cut off when he lowered his mouth onto hers, but instead of breathing into her lungs he gave her a real kiss. Not the kind of kiss she had given Jack, but a real, warm kiss. His mouth moved against hers and she could taste salt and sea.

"Regina!" a voice called, the yelling from the hill growing closer. Just like that, he was gone, slinking back into the ocean without a splash. Her lips were left tragically alone.

She only had to wait a moment before she was found. A whole group of people came to rescue her; Emma, her guard friend, and a few of the more sober party-goers.

"Regina!" Emma cried, throwing herself on the ground next to her and cradling her in her arms.

"Emma," Regina croaked, doing her best to give the princess a smile back. Tears were running down her face and dripping down onto Regina's cheeks, but she didn't mind one bit. "I made it."

"I know," Emma sobbed, clinging tightly to her lady-in-waiting. Regina sighed and closed her eyes, content with the idea of falling asleep in Emma's arms right then.

There were other plans for her, though. She felt a pair of big strong arms scoop her up and carry her like a baby back to the beach house. She was hardly aware of anything going on around her, she was so exhausted. All she knew was the feeling of warm water on her cold skin, the smell of her bathwater, and the warmth of blankets wrapping around her.

She could hear snippets of sound in the background, penetrating through her tired consciousness.

Agnes crying, "Oh my word!"

Emma thanking Francis for carrying her all the way to the cottage.

And the sound of the ocean lulling her to sleep once again.

* * *

**A/N:**

Well. There are mermaids now. Heh heh.

I don't really know what is going to happen with the mermaids in OUAT, so I don't really know how true this will be to the show. Right now I'm just playing around, so if it turns out that this is totally impossible in the canon I'm sorry! But I think we've already established that this is AU, so no harm done right? :)

Please review and tell me what you think! Your reviews nourish my very soul. :)

What do you want to happen next?


	7. The Last Days of Summer

The next morning, Regina awoke to sound of groaning in her room.

Then she realized that _she_ was the one who was groaning.

Her whole body hurt. She was warm and safe, but the fall she had taken hadn't left her in great shape. She heard footsteps and she turned over to see Emma rushing into her bedroom.

"Morning," Regina mumbled, her head beginning to ache.

"How are you feeling?" Emma asked in a soft voice.

"Everything hurts," she groaned.

"You've alive, though. People have died from that fall, but all you got was a bruise."

"Bruise?"

Emma frowned. "Yeah, kid. Your whole back is black and blue."

Regina shifted a little. The pain _was_ a little more centralized in her back… And her legs. And her butt.

"Agnes is making you some tea that should help the pain." As if on cue, Agnes stepped into the room with a tray of tea and scrambled eggs.

"You should eat first so you don't get sick," the matronly lady instructed as Emma helped Regina sit up in bed.

"Thank you so much," Regina said, giving them both a weak smile. "I'm sorry. I didn't mean to worry you."

Emma scoffed. "Are you kidding? That wasn't your fault. Just don't go falling off any more cliffs and we're good, kid."

Regina smiled and took a bite of eggs. They tasted heavenly. "This is great, Agnes."

"Oh, it's nothing, dear," the older woman said. "Now, take a drink of your tea. It should help with the pain, but it'll make you drowsy."

Regina frowned. "But I just woke up."

"And you're going to get plenty of rest and do exactly what Agnes says," Emma said firmly. "Don't even think about getting up unless you absolutely have to."

"It's just a bruise," Regina whined, but Emma wasn't having any of it.

"As your princess I'm ordering you to stay in bed and get better. Now drink up."

Emma never said that unless she was dead serious. Regina sighed and sipped her tea. It was bitter, but it only took a few minutes for it to make her pain go away. She leaned back and sighed, feeling drowsy just like Agnes said she would.

She closed her eyes and drifted off to sleep.

* * *

It was about a week before she could get up and move around without feeling too terrible. And between the tea that Agnes made and all the naps she took, it went by pretty quickly. Emma was terribly paranoid, however, and Regina could tell that she blamed herself for the fall. Thankfully, Emma was kept busy because people from the party had begun coming over to visit. Emma's anonymity was over.

The cottage was full of flowers from people who had been at the party and watched her fall off the cliff, along with messages about how relived they were that she was alright. Regina had to admit, it felt good to have so much positive attention, even if the tale of her heroism was getting majorly exaggerated.

People who had been at the party had seen that she'd done nothing more than make sure the boys had climbed safely up the ridge, but that story had changed into an entirely different beast. Now the word on the street was that the small boy had been hanging off the ledge, about to fall, when Regina grabbed him and pulled him to safety at the last moment. She'd then heroically sacrificed herself so that he could climb to safety.

Regina scoffed. She liked kids, but she wasn't that stupid.

One day, Regina pulled on her bathing suit and walked out to the beach. Her skin had gotten a little pale from being inside for so long, and her muscles were weak from lying around and eating Agnes's cooking, but she was feeling much better. And now that she was finally off of the tea concoction, she finally had the chance to think seriously about the experience she'd had after falling off that cliff.

The experience with the merman.

She sat close to the ocean, letting the tide lick at her toes. What had that all meant? Why had he saved her? He didn't even know who she was. She hated to think it, but if he did know, he surely would have let her drown.

As for what he'd said about Emma—_"Keep your princess away from the water."_ Was it a threat? What kind of person said something so cryptic and just let it hang?

And lastly, why had he kissed her?

She brought her fingers up to her lips. She didn't know kissing could be like that, especially after her spectacular failure with Jack.

It was driving her crazy. Who was he? Why would a mermaid want to save (or kiss) a human anyway? They were mysterious creatures who rarely made contact with humans, so why, why, why would he want anything to do with her?

She wasn't really sure what she should do now. Should she tell someone about it? The memory was vague, though. And she _had_ just gone through a terrifying and painful experience. What would she even say? Who would she tell?

She let out a frustrated sigh and leaned back into the sand. It was a mystery that made no sense.

"Oof," she said, rolling over onto her stomach. Her back was still a little bruised from her fall. She rested her chin onto her folded hands and dug her fingers into the sand a little, eyes trained on the cottage. Someone was approaching the house with a bouquet of flowers in their hands.

As he came closer, she realized that it was Francis, the guard from the party that Emma had been flirting with. She watched with renewed interest. Emma had received gifts from suitors many times before; and they were often far grander than a puny bouquet of _flowers_. Regina had seen many men walk away from the princess in complete dejection. Many of them strived for her attention, whether it was because of her high social standing or striking beauty, but they were never successful.

Regina stayed low in the sand, ready to watch an embarrassing scene play out. Emma would reject the guard, and he would hang his head and walk back home. It had happened so often that Regina watched with an almost morbid fascination—it was like watching a terrible accident; you didn't want to see it but you had to.

Francis knocked on the door and waited for a few moments. Emma was the one who answered the door. The princess stood still for a moment, looking from Francis's face to the flowers he held in his hand. He started to say something—Regina couldn't really hear—and Emma… smiled?

Regina blinked and sat up for a second to get a better look. Emma grinned and accepted the guard's flowers before inviting him inside. The princess took a look outside, presumably to check on her, and Regina gave her a smirk and a little wave. Emma smiled, rolled her eyes, and shut the door.

"Huh," Regina said out loud. After all the suitors, the princes, and the grand gestures, all one needed to charm Emma was a bouquet of flowers and a twirled mustache.

* * *

The days passed all too quickly. Regina was content to stay in the beach house for as long as she could. The sun and the sea seemed to cast a spell on her, taking away her troubles and making her forget that she ever had problems in the Enchanted Forest. All of the hurt and guilt she'd felt when she was finally told of her past as the Evil Queen, all of the heartbreak she felt after Jack had rejected her, her worries about things being awkward between her and the family that had raised her (Henry especially)… those things didn't seem to matter.

Even Emma, whom Regina had always known to be a grounded, down-to-earth type of person, seemed happier and lighter. The lady-in-waiting watched as the princess let her hair down and relaxed on the beach every day. She even let Francis the guard flirt with her. Regina hadn't even known that Emma was _capable_ of flirting before now! And although Emma kept her lips sealed about how things were going, Regina could see that they truly liked each other.

Was it true love? Regina had asked her once, but Emma had scoffed and rolled her eyes.

That was a good sign.

The summer days were warm and happy, but like all good things, they came to an end.

One morning, a letter with the royal seal was delivered to the cottage. Its contents let the ladies know that Henry had returned from his honeymoon, and it asked when they would be returning home to the palace. It wasn't a direct order or anything, but the tone of the letter was clear: the Charmings missed them.

"Guess the vacation's over, kid," Emma had said with a sigh. "We'll stay for one more week before we leave."

After that, Regina had spent every single day on the beach, wearing a swimsuit more than she did regular clothes. She was determined to soak up every ounce of sun that she possibly could. She swam in the ocean and tried to memorize every form of life she could so that she could remember their shapes and colors in the cold winter. She dug her feet into the warm sand as often as possible so that when it was snowing outside the palace, she could think of the times when she was warm and happy. She wanted to cling to these happy memories for as long as she could.

She worried about Emma. After they'd decided to leave, she'd seemed a little sad, and she made excuses not to visit her guard friend. Regina wanted to ask her why she couldn't just ask the guard to come along with them—she was the princess, after all. If she wanted someone, she could have them. But she knew that Emma wasn't the type of person to do that, and she wouldn't appreciate Regina pushing the subject.

It was the very last day before they had to ride the carriage home. Regina was out on the beach again, like she always was. Emma sat in the sand like she did so often, but instead of reading a book like she usually did, she looked out to the sea with a small frown. She was practically radiating sadness.

"Emma," Regina called, trying to snap her out of her stupor. The princess looked up, shielding her eyes from the sun.

"Yeah?"

"Want to come swim with me?" she asked, waving her over. She had to distract her. Emma was obviously depressed, but sitting and staring off into space wasn't going to help.

Emma shook her head. "No, I just want to soak up some sun," she replied. "You go ahead." She returned to staring off into space.

Regina frowned. She'd have to take drastic measures. She cupped her hands and collected some water. Carefully, she waded out of the ocean and over to where the princess sat. She paused before committing the deed; feeling almost guilty about catching Emma off guard (she looked so unsuspecting!)… and then she dumped the small amount of water on Emma's head.

The princess looked shocked, betrayed, and then angry. "What the—" Regina took the opportunity to scramble away as fast as she could, because Emma looked absolutely murderous.

Then she executed the final part of her plan. She stuck her thumbs near she ears and in a high pitched voice yelled, "Nyah nyah!"

She had no time to lose. Even though Emma wasn't as young as she used to be, she was still quick. Regina ran out into the water with a cursing Emma hot on her heels. It wasn't long before she had grabbed her arm and splashed salty water into Regina's face.

Emma was clearly kicking her butt in the water-fight, but it was all worth it because soon, despite herself, she began laughing.

"You little punk," the blonde exclaimed with one final splash at Regina, who was giggling uncontrollably.

"You win, you win!" she said with a laugh. Emma huffed, but she smiled all the same.

"That was a sneak attack. If I were a neighboring country, you would have started a war," Emma said as she relaxed into the waist-deep water with a self-satisfied grin, "and I would have won."

"Good thing you're not a neighboring country, then," Regina grinned as she swept some wet hair out of her face.

Emma let out a loud sigh. "I'm gonna miss it here," she confessed.

"Me, too. Can't we stay for a few more days?" Regina asked, knowing the answer but asking anyway.

"Nah, kid. They're expecting us back."

"We should come back next summer," she suggested. Emma grinned.

"It's a deal," the older woman agreed. "I can't believe I never came here in all the years I've been living here." Emma suddenly looked down at the water. "Ugh. Something grabbed my ankle, like a slimy piece of seaweed or something."

"Just pull out of it gently and it shouldn't tighten around your foot," Regina said, lending her arm to Emma when she lost her balance trying to escape the slimy grip.

"Hang on," she said, shifting her body. "It's really got a hold of me. Ugh, it's grossing me out."

Regina looked down at the water and frowned. The water around them had turned murky. Had they kicked up that much sand during their water-fight? Normally the water was clear and blue, but now it was gray and cloudy.

Bubbles began to rise up from the murky water and Emma's eyes widened. "It's pulling," she said urgently, her grip on Regina's arm tightening.

"Just relax," she replied, trying to sound calm even though she was beginning to panic. Emma suddenly slipped and splashed forward, but Regina grabbed her and pulled her back up. Now she couldn't deny it; something was playing tug-of-war, and Emma was the rope. "Hang on!" Regina cried, clinging onto the princess as tightly as possible.

Whatever was down there was significantly stronger than her. Emma screamed as she got pulled under the water again, but Regina used all of her strength to pull her back up to the surface. Emma took one last gasping breath before whatever it was jerked her back down into the ocean so quickly that Regina lost her grip completely.

She watched in horror as Emma's face disappeared beneath the water.

* * *

**A/N:**

Cliffhanger! Haha sorry! I will be updating in the next day or two, so do not worry. ;)


	8. Sadko

**A/N:** So sorry about the cliff-hanger! I'll admit. It was a little evil of me. :) But the next chapter is out, as promised! Please enjoy!

* * *

"Emma!" she cried, completely panicked. She dove down after her, feeling for something to pull back up, but there was nothing. The water was now a dark, inky black and she couldn't see anything at all.

Regina resurfaced, took a deep breath, and dove down once again only to come up with the same result. There was no sign of Emma anywhere.

She scrambled back to the beach, ready to scream. Emma was completely gone, probably drowning somewhere. With nowhere else to turn, she ran as fast as she could toward the cottage. "Agnes! Agnes!" she swung the door open, breathing wildly and looking everywhere for the maid, only to realize that she had gone into town for the day to gather supplies for the trip home. She was all alone.

On the brink of a full-fledged panic attack, she ran back outside toward the water. "Emma!" she called, her voice breaking with tears. She was so confused and there was no one around to help her. The nearest neighbor was a mile away, and by the time she could get help, Emma would surely be dead.

"No, no, no…" She paced along the beach, trying to calm down and figure out a plan. There was nothing, no one… But wait! The merman. Maybe he could help her! He'd saved her once. Saving Emma couldn't be so hard, could it?

But she didn't know his name, and there was no way of calling for him, anyway. Suddenly, she remembered his cryptic warning: _"Keep your princess away from the water."_

"Oh my God," Regina said out loud. This was all her fault. This was what he'd meant! How stupid could she be? Luring Emma out into the water—she was such an idiot! She should have known!

She didn't know what else to do, so she yelled. "Help! Help! I… I…" She wiped some tears. She was out of options. But she couldn't just sit here while Emma was drowning. She couldn't wait for Agnes to come home just to tell her that the princess had been pulled into the sea. With a sick feeling in her stomach, she thought of Henry. He would be so, so upset if Emma was hurt. And Snow and Charming, too… She couldn't go home without Emma or they would never forgive her.

She was the Evil Queen. What they thought that she had done this intentionally?

But what _could_ she do? How could she combat whatever magic had pulled Emma down?

Wait. Magic.

Rumplestiltskin.

Without hesitation, she placed her hands around her mouth to magnify her voice: "Rumplestiltskin!" She waited for a moment and looked around. There was no sign of him. "Rumplestiltskin!" she screamed louder, growing desperate. "Rumplestiltskin, please! Help me!"

"You don't have to be so loud, dearie." She whirled around to look at the imp who had appeared behind her.

"Rumplestiltskin," she breathed. "Please help me. Please!"

"Slow down, dearie," he replied, sounding completely calm and almost bored. "I thought you didn't want me around, eh?"

"Forget about that," she snapped. "Emma is… she's drowning, something grabbed her foot and now she's gone—"

Rumplestiltskin held his hand up and she stopped short. "And how is this _my_ concern?"

Regina began crying. "Please, you have to save her. She's going to _die_."

Rumplestiltskin looked at her, and then looked out to the sea. "Squid ink," he murmured, looking out at the watery dark splotch where they had been standing. "Afraid there's nothing I can do, dearie."

"But. But I thought you were powerful," she said, not really meaning to insult him.

"Ah, but there is something _you_ can do," he said, not acknowledging her statement at all. "How would you like to make a deal?"

"Anything," she agreed. Anything to save Emma.

He gave her a dark, satisfied grin. "Excellent," he almost growled as he waved his hand and produced an ornate bracelet and held it toward her. She reached out for it but he held it away. "Ah, ah, ah," he said, lightly slapping her hands away from it. "You don't even know what this does."

"What is it?"

"Oh ho ho. If only you could remember, you'd find this so very ironic. This," he held out the bracelet once again, "is an item that will turn you into a mermaid. Once you put it on, you'll trade those things," he gestured toward her legs, "in for a tail."

"And I can breathe under water?" she asked, reaching for the bracelet a second time. He pulled it away once again.

"Yes, and you can go and save the Savior," he said, rolling his eyes as if explaining this to her were the most tedious task in the world. "But first, I need something from you."

"Just stop talking and tell what to do already!" she demanded.

"I just love when the Evil Queen comes out," he said with a sneer. "Here's the price of this magic: I give this to you, and you," he poked her nose, "let me come visit you whenever I please. Deal?"

"What?" She furrowed her eyebrows. "You can't already just come whenever you want?" He gave her a strange look, and she worried about the time she was losing by trying to negotiate with him.

Suddenly, he grinned. "Ah, you, my dear, are far cleverer than everyone thinks. You've been blocking me with your magic and you haven't even known."

"Blocking you? What—" she shook her head and held out her hand. She had absolutely no time to think about it. "You know what? Deal, come and have tea with me whenever you want."

He giggled and handed her the bracelet. She slapped it on without hesitation.

For a long, awkward moment, nothing happened.

"Why isn't… ah!" Rumplestiltskin clapped his hands as her legs fused together to create a bright glittering tail. She fell over into the sand and watched with fascinated horror as shiny blue scales popped up where her legs used to be.

Regina tried to move her tail, but all she could do was flop awkwardly. She wasn't sure how to work all of these new muscles and nerves.

"What did I tell you, dearie?" the imp said, sounding immensely pleased with himself. He waved his hand over her upper body and her modest bathing suit was replaced by a sparkling pink top that revealed her belly-button. "There, now you'll fit in with all the other fishies," he said.

"What about when I want my legs back?" she asked.

"Simply take off the bracelet," he said. "You're the only one who can remove it. It used to be yours, after all."

Regina's eyebrows drew together as she studied the bracelet that now resided on her wrist. She tried to remember something, anything that would help her understand what he was talking about. She must have used this somehow when she was the Evil Queen, but she couldn't possibly remember what for.

It didn't matter.

"Thank you," she said as she flipped over onto her stomach to drag herself toward the water. It was difficult to move, and she couldn't imagine how the merman who'd saved her could have done this so efficiently.

The glittering sold man gave a laugh as he watched her struggle. She ignored him and wriggled until she finally reached the point where the sand ended and the water began. She looked at the water dubiously.

"How am I supposed to breathe down there?" she asked with a frown.

"Oh, you'll figure it out," Rumplestiltskin said. He snapped his fingers and disappeared.

"Oh, you're a great big help," she muttered. She continued into the ocean until she was deep enough to dunk her head under. "Here goes nothing!"

She plunged into the water and found herself sinking much more easily than normal. When she had legs, she'd had a tendency to float toward the surface but now she could continue down without fighting her own buoyancy.

She continued to hold her breath, scared to breathe. It wasn't long before she discovered that she didn't need to breathe, not like she normally did. She was somehow getting oxygen, although she didn't quite know whether she had gills or not. Whatever it was, she was thankful, because it gave her time to get used to her new tail.

It was much easier to move under water. She gave herself a few minutes to get used to the glittering new appendage. She could swim much more powerfully. Just one flick of the tail took her farther than she could ever hope to go by kicking her legs. It was pretty, too—she had to give Rumplestiltskin credit for that. Or credit to herself, at least, since the bracelet had apparently belonged to her.

She wasn't sure where to go, so she just swam deeper. Her eyes adjusted to the darker parts of the ocean floor rather quickly, and she didn't get very cold—the deeper one swam, the colder they got, but that wasn't the case today.

Regina tried to get over the novelty of being a mermaid and put her mind to work. Whatever had taken Emma had to have been some kind of creature who lived nearby. Maybe if she could swim and find some sort of… mermaid town (?) she would be able to ask someone if they knew anything. If there was a monster here, then the mermaids who lived around here would know about it.

She continued to swim deeper and deeper, keeping her eyes peeled for some sign of life. There were fish everywhere, but they were calm near her—not antsy like they were when humans were around. Some of them even followed her, as if they were trying to help her find what she was looking for.

She swam for what must have been hours. There was nothing but marine life all around her; fish, sea turtles, corals and starfish and anemones. It was all very beautiful, but she was so worried about Emma that she could hardly admire her surroundings. The light that had once filtered through the water had disappeared, and Regina could tell that it was already night. The water had cooled considerably, and although she wasn't freezing, she certainly wasn't comfortable.

She continued on and on until she couldn't swim anymore. She finally stopped to rest, swimming toward a small underwater cave she could sit in. It wasn't really a cave as much as it was a deep indent carved into a huge rock.

What was she going to do? She was so lost. She'd never been under the sea like this—what had made her think she'd be able to find Emma at all? She sniffed at the thought of the princess—what if she had drowned and this was all for nothing?

Regina covered her face with her hands and felt a sob welling up in her chest. She was surprised to be able to hear her own voice as if she weren't under water, but the hopelessness of the situation overwhelmed her wonder. She began to cry.

Everything was so wrong. All of this was her entire fault and there was nothing she could do to fix it. She'd made a deal with Rumplestiltskin for nothing, and Emma was probably being eaten by some sort of horrible monster while she cried in this cave like a useless wimp.

It was hopeless.

* * *

She found herself curled up into the small cave she'd found, her eyes heavy and her arms cold. She was so tired that she could hardly even cry anymore.

She let her eyes close for a moment. Maybe if she could sleep, she'd be able to wake up later and continue her search. Suddenly, she felt as though her conciseness were being pulled downward into a cold, dark abyss. She began dreaming—she must have been dreaming, for she heard a voice.

_Wake up. Wake up. Wake up…_

"Wake up!" the voice was finally tangible. She opened her eyes slowly. "What are you doing here?" someone hissed.

She blinked a few times, her vision blurry. She focused on the face before her and was suddenly jolted awake by the sight of dark green eyes.

"You!" she gasped, her heart lifting. She took in the person floating before her: a man with dark green eyes and brown hair, with a glittering tail of mint and emerald green scales. It was unmistakably her savior from all those weeks ago, the man who'd rescued her from drowning. "It's really you!"

"Shut up," he whispered, looking fierce. "What are you doing here in the ocean? Where did you get that?" He gestured at her tail.

"It's a long story," she whispered, unsure of why they were trying to be quiet but deciding that he knew best. "I'm here for my princess. I have to save her—'

"Be quiet now," he said sharply, grasping her arms with his long fingers and dragging her out of her crevice. "There are dangers in this sea at night."

He guided her through the water, swimming past large caves through deep trenches. She kept her mouth shut and followed him, a million questions racing through her mind. How had he found her? Why was he helping her now? And could he possibly help her find Emma?

Without a word, they continued on for a few more minutes until they reached a large formation of rock and hard coral. They stopped in front of a curtain of soft fanning seaweed, and he brushed it aside to reveal an entrance.

He glanced at her and motioned for him to follow him before diving into the opening. Carefully, she maneuvered her way in. The seaweed curtain seemed to close after her by itself.

"This is my home," he told her quietly, giving her an indecipherable look. She glanced around. He lived in what might be called a small cave, with walls made from rock and hard coral. There were little glowing bulbs of light decorating the dark walls of the cave, casting warm light into the room. Regina wasn't sure if the glowing balls were some form of sea life or mermaid magic. The room was inexplicably warm, something else she could chalk up to magic. He had a bed of seaweed in the corner, and there was an old beat up treasure chest right next to it. It was everything she imagined a merman's room would look like.

"You can stay here until it's light out," her savior said quietly. "Then you must return to your land."

"I can't return," she replied. "Something stole the princess. I need to get her back. There was some kind of creature—"

She stopped short when he shook his head. "Your princess is no more," he said solemnly. "Our queen holds her in her grasp. There is no hope for you."

Regina shook her head, her long dark hair floating around with her motions, "I don't believe that. I _have _to get her back."

"Your princess is lost, and you very well may be too if you don't return. This is no place for a human."

She ignored his warning. "Where is Emma?" she asked firmly. "You said she was with your queen, so that means you know something."

"Your Emma is _lost_," he repeated.

"Is she dead?" she demanded, starting to grow even more worried than before.

He looked worried at the question. After a moment of clenching his jaw, he said: "No."

She breathed a sigh of relief. There was hope! "Then I'm not leaving until I find her."

"Then you are a fool. You know nothing of the sea," he said. "You'll die out here."

"Then help me," she said desperately, reaching her hands out to grasp his. He looked shocked at the contact but she held on tight. "You can help me save the princess! You saved me once. If you help me now, I'll do everything I can to repay you."

"What could a land dweller possibly offer me?" he asked, pushing her hands away and swimming back from her a little.

"She has a family," she continued to try to persuade him. "If you know where she is and you don't at least tell me how to help her, then you're partially responsible for their loss." It wasn't really true, she knew, but at this point she would have said anything to get help.

She seemed to have struck a nerve. He was quiet for a moment, pursing his lips and clenching his jaw. He seemed to be fighting some kind of battle with himself.

"She has a son, Henry. And her parents, Snow White and Charming love her very much," she continued softly. "And _I_ love her."

"What is she to you?" he asked, his green eyes boring into her plain brown ones.

"She's not my real mother. But that's what she feels like to me," she replied, holding his gaze. "If I go back without doing everything I can to save her, I'll never forgive myself."

He looked away, seeming suddenly very uncomfortable to be talking to her. "You should sleep," he said, his voice still quiet and subdued. He gestured toward his bed of seaweed, "you can sleep here for the night, but be ready to go in the morning."

"But what about Emma?" she asked, unable to let the subject go. It occurred to her that she was coming across as ungrateful for everything he'd done for her so far, but the subject of the princess weighed heavily on her mind. "It's not that I'm not grateful to you. I mean… you don't have to help me at all. But if you could just tell me where to go after tonight… or direct me to someone who might be willing to help, I would be in your debt forever."

The merman turned his face away, as if he were unable to look at her. "I'll give you directions in the morning," he finally agreed. "But you'll have to wait until then. It's dangerous to be out at night."

"Thank you so much!" she gushed, wishing she could give him a hug but knowing that he probably wouldn't welcome it. "You have no idea what that means to me."

"Think nothing of it," he said quickly, swimming over to the bed and fussing with the seaweed. "For now, you must sleep."

"What about you?" she asked, trying to swim as gently as she could toward the bed. She was able to swim far distances, but she had yet to master the small, gentle movements required to go tiny measures. She wound up using her arms to paddle her way into the bed.

"Don't worry about me," he murmured, floating away from the bed as soon as she reached it. She pulled herself onto the bed and felt herself floating down onto the soft leaves. Before she could ask him anymore questions, the lights in the room dimmed. She felt the current from his tail as he moved away. "Sleep for now."

Despite her worries and unanswered questions, she could feel her eyes drooping shut. "Wait," she mumbled, feeling the slimy seaweed wrap up her tail and her body in a warm and comfortable hold.

"Sleep," was the last word her heard before the warm water and silence wrapped around her and pulled her into a dark and dreamless sleep.

* * *

Later, when the light was steaming through the water to signal morning, Regina wondered if he had used some kind of mermaid magic to make her fall asleep. It mattered little, though, when she realized that it was morning and that her merman was nowhere to be found. She swam around his little cave, wondering where he'd gone off to.

The room was really brilliant, now that she could see it in its full splendor. Light from the sun streamed into the place, revealing all of the knick-knacks and trinkets that decorated the merman's home. Most impressively, though, she could see a silver trident, tall and slender with dangerously sharp tips. She guessed that even mermaids had reasons to keep weapons, just like humans.

She found a small hand mirror and looked at her reflection. She really didn't look like herself; her tail and glittery pink top made sure of that. Her dark brown hair waved all around her, unrestricted by gravity.

There were items everywhere that could only have come from a shipwreck (or several shipwrecks). Compasses and spy glasses, worn out hats and belt buckles. Why would anyone collect things like that? She wondered if he even knew what these things were for.

She didn't think for long before he swam through the entrance and into his home. She quickly set down the mirror that she'd been hanging on to.

"Good morning!" she chirped, giving him a gracious smile.

"Good morning to you, too," he replied, a solemn expression set on his face. He had a small net with two fish inside it, and he reached his hand inside to grab one. He held it out to her and she took it, frowning. It was dead. What was she supposed to do? "Humans eat fish, don't they?" he asked, taking note of her expression.

"Yes…" she said, feeling queasy now that she realized that he'd meant for her to eat it. A raw fish. Well, she _was_ hungry. And he had gone to the trouble of getting her food. She glanced at him, and grimaced when she saw him take a bite right out of it without any hesitation. She looked down at her own fish, unsure of where she was even supposed to bite. "Um, thank you for getting me this fish," she said, trying not to shiver as she watched him eat a bone. "But I don't think I can eat it."

"You don't like it?" he asked, not sounding angry, but confused.

"No, it's not that," she said quickly. "It's just that we… humans, that is… we cook the fish before we eat it. That's all." She swallowed. "And we can't eat bones."

"There's no human food down here," he said with a frown. "You'll need strength if you still plan on doing what you came to do last night."

He had a point. Regina looked at the dead fish in her hands. Well, she was technically a mermaid now, so she could probably handle this raw fish. Steeling herself, she brought the fish to her mouth and took a big, raw bite. She almost threw up, but she continued chewing, and swallowed with a nauseating gulp. "I can't do it," she rasped, and the merman took the fish from her.

"There is other food," he said quickly, looking about as sick as she did after watching her. "We'll find some later."

"Thanks," she said, trying not to think about what she had just done. "I really am grateful for the food."

"Do not worry," he replied, observing her closely through his eerie green eyes. "I must ask you a question, land-dweller."

She looked up at his serious tone. "What is it?"

"Do you still plan on rescuing your princess?"

"Yes," she said without hesitation.

"Even though I've warned you of the dangers?" he asked. His voice tight and his eyebrows were furrowed.

"I have to," she answered.

He crossed his arms and frowned, seeming to think for a few moments. "I will be your guide," he said finally.

"You will?" she asked, her heart feeling lighter at the prospect.

"I will," he said, sounding weary.

She could have cried from relief. She really didn't have a plan if he chose not to help her. "Thank you so much," she said. "You have no idea… I will spend as much time as it takes to pay you back once we're on land. Really," she swore.

"Don't thank me yet," he warned. "What you're doing is dangerous, and there's no guarantee that your princess will live through this. You may not even live through this, human girl."

"It's Regina," she said happily, unable to dwell on the risks at the very moment. Things were finally looking up. Emma was alive, and she had a way to find her.

"Regina," he repeated, looking her square in the face. "My name is Sadko."

She held out her hand, and he just looked at it awkwardly. "Oh, human custom," she explained. He drew his hand up as well and she shook it. "Good to meet you, Sadko."

* * *

**A/N:**

Who knows where the name Sadko comes from? Without checking out Wikipedia, that is. ;) If it helps anyone, I imagine Sadko to look kind of young and sweet, kind of like Zac Efron. Because why the heck not?

As I wrote this, I had to google a very pressing question: "What do mermaids eat?" Surprisingly, the question finished itself out in my search bar before I even typed it all the way out. I guess I'm not the only one who wondered? Haha weird! There really isn't a final consensus so I just guessed.

There was also some serious, honest-to-god advice on how to physically become a mermaid. It was, umm, interesting. :P

I hope you liked this chapter! I have big plans for Regina and I hope they will entertain you. Please review and let me know what you thought.


	9. The Guide

**A/N: **Here is a short chapter! But I think it's important. :) The next one will be posted in a few days! Please review and tell me what you think!

* * *

Sadko only took a few moments to get ready. She had nothing to do, so she just sat on the seaweed bed and watched him gather up some supplies in a bag made of tightly-woven hemp. The last thing he did before leading her out of the cave was grab his silver trident.

She followed him out of his home silently, and when she looked up, she saw that the surface wasn't too far away. "I didn't know we were so close," she remarked, looking up toward the glimmering surface. Last night, in the dark, she'd felt as though she were miles deep, and that her land was so very far from her. "Can we go up?"

Sadko nodded and swam upwards with her. She had to take a deep breath as soon as she reached the surface, finding that she'd missed the feel of air in her lungs. She took a good look around, and was surprised to find that they were very close to a steep cliff.

The very cliff she'd fallen off of.

She shielded her eyes from the sun as she looked up at it. The fall she'd taken was sickeningly steep, and she realized how miraculous it was that she had survived such a terrible drop. She hadn't appreciated how far she'd fallen that night or how amazing it was that she'd survived.

"I live close to where you fell," Sadko's voice came from beside her, and she looked over at him. "That's how I knew when you hit the water. Humans fall off that cliff often."

"Thank you for saving me," she said softly, glancing over to his face. He was looking at the cliff as well.

"I thought you were dead. My plan was to pull you out of the water and leave you for your family to find you. Then I felt your heart beat and realized you were alive," he said. "I was amazed. Few humans can survive things like that. Your race is fragile," he gave her an understanding look. "I don't mean that in a bad way."

"Thanks," she said with a laugh. "But I took forever to recover from that. You should have seen my bruise. It was terrible. All the way from my back to my legs."

"Legs," he repeated, looking down at her tail as if he could see them. "What happened to them?"

"Magic," she explained, not wanting to go into too much detail about her bracelet. She really didn't want to have to explain where she'd gotten it from.

"Are you a sorceress?" he asked, squinting his eyes at her.

"Not at all," she said, unsure if that was the truth or a lie. "I got it from someone who does magic."

He seemed to accept her answer. "Today we journey to a place deep in the ocean. An ancient palace," he informed her. "There you will meet the one who has taken your princess. The goddess of the sea, Ursula," he said the name reverently, with fear and awe. "She expects you, I am sure. She knows of all the creatures in the sea, even humans."

"A sea goddess stole Emma?" she asked incredulously. "Why in the world would she do a thing like that? Emma didn't do anything."

Sadko didn't answer, only shrugged his shoulders. "We should go," he said simply, diving back underneath the water with a flick of his tail. Regina took one last breath of cool air before diving in after him.

It took her a second to get used to breathing with gills again, and she realized that she probably wasn't cut out for being a mermaid. She liked breathing air and eating regular food too much.

"What would she want with Emma?" she murmured to herself, thinking of all possible scenarios. Emma hadn't done anything to anyone, especially not Ursula the sea goddess. "Sadko, can you tell me more about Ursula?" she asked, still following behind him. He slowed down so she could catch up and swim next to him.

"She's the goddess of the sea," he said. "For a long time she slept, and we began to stop believing in her. She returned twenty years ago, after the curse on this land was broken."

Regina didn't reply. The curse. Her curse. "The curse the princess broke," she said finally, her brain going into overdrive. There was no way that this wasn't a coincidence.

Sadko suddenly stopped swimming, his tanned face becoming pale. "Your princess is the savior?" he asked.

"Yes," she replied. "Daughter of Snow White? Everyone knows. Well, I guess since you're not on land you don't get the same news we do."

He didn't reply to that, instead choosing to continue swimming. "How did you find yourself with the princess?" he asked.

"I'm her lady-in-waiting," she said, not wanting to disclose the exact truth. That Emma was the savior while she had been the one everyone needed saving from. The information probably didn't matter, she told herself, and it wasn't as if she remembered her old life, anyway. And besides, she really did believe what Emma always told her: that she was not an evil queen. She was just Regina, a girl who had been raised by the Charmings. A good person.

They continued swimming for some time. He seemed to know his way around the ocean floor well, leading her safely through trenches and past large fish (and sharks!) that didn't pay them any attention at all. Small fish were beginning to follow them, running up and rubbing their cold scales against them with no fear at all.

Soon enough they stopped near a patch of kelp. Sadko took a few leaves and handed them to Regina; then gathered some for himself. Regina shrugged and took a bite. It wasn't great, but it tasted much better than raw fish.

"The fish are really friendly," she told him, smiling when a bright yellow fish swam past her nose.

"They trust us," he said, referring to his own kind.

"Not humans," she said, remembering the colorful exotic fish that lived in tanks on her land. They fled from everything, even fingers against glass.

"Humans bring them to harm," he replied, taking a bite from his own handful of kelp.

"Wait, you killed some fish earlier this morning," she said with a frown. To her surprise, some of the sea life that had been playing near them swam away.

Sadko shrugged. "We eat fish, but only when there's nothing else," he replied. "I brought it to you because that's what you humans eat."

Regina felt her face flush and she looked back down at her kelp. He was trying to be considerate when he'd brought her the dead fish. She felt even worse for not being unable to eat it. "Thanks," she mumbled, shoving half a leaf into her mouth and chewing. After all this was over, she was going to have to think of a way to make it up to him.

"We should continue on our way," he said, snapping her out of her thoughts. He was gathering more seaweed and kelp and putting it in his bag for later. "The palace is only half a day from here. We'll swim until dark, and in the morning we'll be able to reach the castle. I know of a place we can stay."

"We can't just keep swimming until we get there?" Regina asked. "What about Emma? I don't know if I want to leave her there another night—"

Just the way he looked cut her off. He was scowling. "You managed to escape danger last night," he said, sounding on edge, "but we won't be so lucky tonight. Nights are dangerous here."

She frowned but didn't say anything more. She was worried for Emma, but she didn't want to alienate the only person who had helped her. "Where will we stay?" she asked.

"There is a village near the palace. I know of a place there."

* * *

They swam and swam until she thought she couldn't swim anymore. But finally, as the evening approached and the light began to wane, she could see a shining palace come into view. It was still a long way away, but just the sight of it made her happy. They were so close!

The village that Sadko had spoken of was more like a city. It was lit up against the dim evening light with the same glowing bulbs that Regina had noticed in Sadko's home. She would have to ask him more about it later.

He led her through town. The place was so unlike the cities Regina had seen before—they were surrounded by bright, beautiful colors. Fish flitted everywhere, their glittering scales adding beauty to an already lively place.

There were mermaids and mermen everywhere. Laughing, playing, working… There were even what looked like pubs and public places to socialize. She was taken in by it all. Everyone down here was so stunningly beautiful.

She felt a hand on her arm and she turned to look at Sadko. He pulled her along until they reached a great coral reef where mermaids were swimming in and out. As Sadko pulled her into an opening, she realized that the coral reef was really a residential area.

And they were in a darkly lit cave. She watched silently as the room began to get brighter, and she could see those same glowing bulbs along the walls of the burrow. They were in a cave made entirely from a coral reef. The walls were green, and there were several holes (or rooms, she supposed) with seaweed beds in them.

"Where are we?" she asked in awe.

"This was my family's home," he said quietly, looking around the room with a small frown.

"Where are they?" The dismal look on his face made her regret asking the question immediately.

"They're gone," he said. "No one lives here now."

She wondered why they were gone and why he lived so far from home, but she couldn't bring herself to ask. She already felt terrible for asking such an insensitive question, even if it only made her more curious about him.

"I'm so sorry," she murmured, wanting to place a hand on his shoulder but fearing that he wouldn't want her to touch him. She could hardly believe that he'd bring her back here—someone he'd known for less than a day.

Why was he helping her? Why was he being so kind?

She briefly remembered his kiss but she shoved the thought away. Now was not the time to be thinking about that. It only made her burn with more questions.

"We'll eat, and then get some rest," said Sadko, taking off his bag and setting it down. He placed his trident near the entrance and sat down. She followed him and watched as he emptied his hemp bag.

He pulled out the kelp and seaweed he had collected earlier, along with a fork (what was that for?) and a couple dozen oysters.

"Oysters!" she exclaimed, a smile on her face and a rumble in her stomach.

Sadko gave her a rare smile and handed her a few. "Have as many as you like."

"You are my hero," she gushed, opening and oyster and slurping it up. She didn't notice the flush on his face as she sighed in contentment. "Where were these at lunch?"

"I didn't even know humans ate oysters until now," he defended, taking a bite of his own. "I thought you were going to have to eat the kelp."

Regina stopped mid-slurp. "Oh. Does that mean these oysters were for you?" she asked, feeling guilty at the prospect of stealing his meal. She pushed all her oysters back toward him. "I am so sorry! I didn't know," she said with a frown. "I can eat kelp, I don't mind at all."

"No, it's alright," he said quickly, pushing her oysters back. "There's enough for two of us. Please," he added.

She frowned. "Are you sure? I don't want you to go hungry just because of me."

"I'm sure," he confirmed. "I brought more than enough for both of us." Her stomach growled again and she wasn't able to resist for very long.

"So tell me some more about Ursula," she said as she ate her share. "You said that she was gone for a long time. What happened?"

Sadko swallowed a bite before answering. "The goddess Ursula was asleep for thousands of years. She became a myth, and hardly anyone believed in her. One day, she rose from the sand, awake and alive. There was a royal family who lived in that palace, but they forsook their titles and gave the goddess their home."

Regina frowned, deep in thought. Who was she really dealing with here? Ursula sounded scary. After a thousand years, why had she chosen then to appear? It seemed odd that she would need to basically steal a castle from the royal family.

Not able to come up with any kind of logical answer, she turned her mind to an easier question. "What is the fork for?" she asked, pointing to the piece of silverware that Sadko had been carrying around in his bag.

"Is that what it's called?" he asked, picking up the trinket and twirling it around in his fingers. "I thought it was a piece of jewelry. Or a tiny trident," he said. Regina burst into laughter. "What?"

She chuckled for a moment longer. It felt good to smile. "I guess it's kind of like a tiny trident for food," she explained.

He smiled, and she was relieved that he didn't think she was making fun of him. "So, not jewelry," he said, surprising her by reaching over to her and tucking the stem of the fork behind her ear.

"Not exactly," she replied, bringing her hand to the fork and making sure it stayed in place. "How do I look?" she teased, faux-modeling the silverware.

"Like a princess," he said, before flushing a deep shade of pink and looking down at his food to avoid her gaze.

It didn't take long for the oysters to disappear. With her stomach full of food and her heart full of hope, she felt better than she had all day. "Thank you so much." She found herself telling him that very often.

"It's nothing," he replied. "We should get some rest."

She sighed and rubbed her eyes. "You're right. But Sadko, what are we going to do tomorrow?"

"What do you mean?" he asked.

"You've brought me all the way here. If you want, you can go home in the morning," she explained. Although she truly didn't want to face Ursula alone, she knew it wouldn't be fair to ask him to help her. She had a personal bone to pick with a sea goddess that Sadko obviously had respect for—and now that she was sitting still and thinking, she was beginning to realize that this quest of hers could possibly end in death.

His reaction surprised her. Instead of agreeing to leave her or getting angry out of some kind of masculine pride, he looked hurt… like she'd just told him that she didn't like him and no longer wanted him around.

"I can leave in the morning, if that's what you wish," he said somberly, his expression turning stoic.

"It's up to you," said Regina quickly. She certainly hadn't missed the crestfallen look on his face, no matter how briefly it was there. "It's just that you've already gone to so much trouble for me. And I'm going up against Ursula… which means I could die." Just saying it out loud made it very real, and her heart was suddenly pounding.

"You don't have to," Sadko said, suddenly looking very sad and very vulnerable. "Who knows what will happen to your princess. Ursula is a benevolent goddess, she may not want to hurt her at all."

For some reason, Regina couldn't quite believe that. Just the way Emma had been stolen away made her doubt the 'benevolence' of Ursula. Not to mention the creepy feeling she got when the name was mentioned. "Either way, I need to go," she said. "I just don't want something bad to happen to you just because you're with me."

"I cannot stop you," he said, his eyes wandering to look at his trident.

"Thank you," she said with a small smile. She tried to think of something nice to say, something that would let him know how much she appreciated his help. What would Snow White say? She had a way of making everyone feel cherished. "You have no idea how much you've helped me. You're one of the kindest people I've ever met." It was the truth.

"You…" he began, looking lost for words. He looked down at the empty oyster shells, deep in thought. "You mustn't thank me yet."

She raised her eyebrows. What did that mean?

He clarified: "I'll go with you to Ursula's palace. She may look more kindly upon you if one of her subjects is there with you."

Her eyes widened, and the selfish part of her rejoiced. "Sadko, you don't have to come," she said, despite her relief that he'd offered. "But… if you did, I'd feel so much better," she confessed. She let out a laugh. "I don't think there's any way I could ever repay you, now."

He gave her another smile, and it looked handsome on his lips. "Don't worry about repaying me, Lady of the Land," he replied. "For now, we should rest. We'll go to the palace in the morning."

That night, as Regina fell asleep in a bed of seaweed, she wondered about Sadko. What was his life? How had he become so incredibly kind, and so incredibly lonely?


	10. Queen of the Sea

The next morning, Regina was roused from sleep by light streaming right into her eyes. She groaned. How could light be this bright so deep under water?

She rolled out of the seaweed bed, forgetting for a moment that she had no legs. She smoothed her hands over her tail. As beautiful as it was, she would be glad to get her legs back.

She swam out of her room to see that Sadko was already up, his bag slung around his shoulder and his trident ready in his hand. The sight of it made her nervous and reminded her of what they were about to do.

They munched on seaweed as they journeyed to the palace. They were both silent for the hour it took to get there. Regina had no idea what was in store. If Emma was in that palace, what would it take to get her out? How was she breathing? Was she hurt? Would she have to fight Ursula?

How did one fight a sea goddess?

She knew nothing about magic, but right now she wished she did. As foolish as it was to make deals with Rumplestiltskin, she sort of wished that she'd asked him to teach her a little bit of magic, like he had in her old life. Not enough magic to make her evil… just enough to make her strong.

Suddenly she was glad to have Sadko at her side. Hopefully he knew how to use that trident.

They arrived at the palace gates sooner than she liked. She looked up to admire the towering castle—it was a shining, beautiful pearly white, with spires that reached high up into the sky (or to the surface). Starfish and seahorses decorated the palace, and glimmering fish swam lazily in and out of windows.

The gate lowered, and two mermen came into sight, both holding large tridents. Regina nervously noted that their tridents were much larger than Sadko's. Sadko, for all his lean muscle, was much smaller than they were. He stood beside her none the less, brave and courageous.

"Who goes there?" asked one of them in a deep voice, his flaming red hair flowing around him.

"Sadko and Regina," answered her companion, holding his trident at his side.

"Your business?" asked the other guard.

Regina, feeling sort of pathetic that Sadko had had to speak for her, said: "I have business with Ursula."

The guards looked at each other. The red haired one finally spoke up. "The queen has business with many. Are your affairs so important that they take precedence over all others'?"

Sadko looked to her, as if asking what they should do next. "Our affairs _are_ important," she replied, "and urgent. I have to speak to her today."

"I think not," replied the redheaded merman, shifting his trident to look threatening. "Return now to your homes. Wait until the queen holds public court. Then, and only then, may you enter this palace to speak with the goddess Ursula."

Regina ground her teeth, suddenly feeling anxious and angry. Emma was in there, and she needed to get her out now! "Is the queen busy?" she asked, growing frustrated.

"She rules every ocean and every sea. She is always busy, watching over all sea life. Show respect!" he commanded. Both sentries were beginning to look threatening.

"Regina," Sadko murmured low enough for only her to hear. "Perhaps we should wait. Only a few weeks will pass, and Ursula will hear all her subjects…"

"No," she said, truly irritated now. "Emma is in there. We're going in now." She addressed the guards now. "In that palace is the princess of my land. Ursula took her from the beach and I'm here to get her back."

Before she could even blink there was the loud, ringing clash of tridents. Sadko had jumped in front of her, his silver trident locked in with the larger golden trident of the guard. She swam back immediately. "Sadko!" she called, ready to run. She hadn't expected to get into a fight so soon, and what was happening now was exactly what she'd feared: Sadko was risking his life to help her. She wanted to get into that castle, but not badly enough to put his life on the line.

He ignored her, instead drawing back his trident with an unnatural speed to match the strike of the other guard. The seed of fear that she'd been feeling since last night now blossomed fully in her chest. She wasn't brave like Snow White and Emma, and she wasn't cut out for this type of adventuring. She needed to grab Sadko and get out of there as fast as possible.

"Sadko!" she called again, unable to reach him without risking injury. She watched helplessly as he parried and twisted in the water with the other mermen. Things were starting to look hopeless, and Sadko seemed to be losing. She tried calling to them again, but she was ignored.

In just a few seconds, however, it appeared as though the tide had turned. Sadko was suddenly lunging at one of the guards, but instead of stabbing him like Regina feared, he locked the staff of the golden trident and twisted it right out of the guard's hands. The large weapon floated away as the guard held his hands up to yield as the smaller merman held the tip of his trident to his neck.

The redheaded sentry, who was still armed, hesitated. "The fight is now over," Sadko said, keeping the sharp points aimed at the soft flesh of his opponent. "Surrender."

"You've fought well," said the redheaded guard. "We yield to you, but we cannot let you enter."

Regina finally found some courage and said, "We need to get in there. Don't you get it? A princess from another land was kidnapped and brought here. Do you understand what that means?"

They looked at her silently, and she clarified: "What would you do if a princess from your land was stolen away to live on land? You would _make war_." Although she highly doubted that Snow or Charming would start a war with the mermaids, she continued. "I'm here to prevent that from happening. If you let me have the princess now, we can prevent a huge fight. We can save lives."

The mermen actually looked convinced, but the water suddenly became very cold and a shadow was cast over them. All four stopped what they were doing and looked to the castle, where a large presence seemed to have appeared.

"My, my," a voice reverberated through the water and gave her chills. "Such a silver tongue you have, Evil Queen… just as I remember."

"Evil Queen…" Regina muttered, a deep feeling of dread spreading through her body. Her merman companion looked confused but said nothing.

"Please, little Regina and Sadko. Enter my castle. We have much to discuss." The voice was cold and dark, like the very depths of the ocean. The two guards that had fought Sadko swam out of their way as quickly as possible to let them through as the gate lowered.

She took one last look at Sadko, fear shining in her eyes. "Now is your last chance to turn back, Sadko." Her voice came out in a whimper—far different than she'd wanted it to. Part of her hoped that he would stay, but the smart part of her wanted him to run away. She was in way over her head, now.

Sadko shook his head and gripped his trident even tighter. "I promised to be your guide," he said, and she could have hugged him right then and there if it hadn't been such an inappropriate moment.

"Thank you," she whispered. He gave her a nod and they swam forward.

* * *

While the outside of the castle was bright and beautiful, the inside was dark and ominous. It was just as stunning, but in a sinister way that sent shivers down her spine. The grand hall was huge, possibly even larger than the White Castle's. The windows were of a translucent sea glass that skewered eerie blue light upon the black floors of Ursula's palace.

"Come to me, Evil Queen." A voice echoed through the hall and put fear in Regina's heart. She looked to Sadko and was unable to tell what he was thinking. If he was afraid, his solemn expression didn't show it.

The voice echoed again: "Come and save your princess."

"Where—where do I go?" Regina asked, her small voice sounding puny and pathetic.

The water pulsed for a moment, and Sadko shuddered as if sensing something she couldn't. She gripped his arm, growing more afraid by the second.

The water pulsed once again, and dark ink appeared in the center of the room. The black cloud grew larger as it swirled and smoked, and out of it appeared a figure. Black tentacles stretched and swayed with the current, and once the ink had disappeared, it was revealed that the tentacles belonged to a woman.

Regina gasped and stared. She was like a mermaid, but with tentacles instead of a tail. Her hair was pure white, pulled back into a swirled updo and decorated by starfish. Her skin was smooth and fair and seemed to glitter in the light cast through the sea glass. Her face was noble and stern, and as afraid as she was she had to admit that Ursula was strikingly beautiful. Two large, gray eels swam around her, slithering and slinking around the tentacles of their mistress.

Regina couldn't imagine how anyone could call her a 'benevolent goddess.' She was terrifying.

Her smooth voice sounded throughout the whole entire great hall. "All of these years and you haven't aged a day, Regina," she said, one of her tentacles reaching out to caress Regina's petrified cheek. An eel swam near her, its ugly slimy body brushing against her arm. "What evil spell have you cast to maintain your youth?"

Her voice was frozen in her throat. Ursula knew her, and she didn't remember a thing. She wished she could remember—all she could deduce at the moment was that she and Ursula obviously hadn't been best pals.

"Where, oh where, did you find that brilliant tail?" Ursula inquired as a tentacle wrapped around it, feeling the soft glittering scales. "What sweet, innocent mermaid did you steal this from?"

"She didn't steal it, goddess," Sadko's soft voice came. His eyes were cast downward and his trident had been set down on the ground in respect. "She used magic, my queen. She did not steal from any mermaid."

"What's this?" Ursula drawled, obviously amused. "You have one of my subjects speaking for you. Have you lost your voice, Regina? That would be too perfect. You stole the voice of one of my subjects once—it would be such a fitting punishment for you." Regina was beginning to quake with fear as an eel wound itself around her arm.

"N-no," Regina said, without one clue as to what the goddess was talking about. "Queen Ursula, I know that I look like the Evil Queen, but I'm not her. Please, I'm just here for the princess."

"She has a voice. What a pity," Ursula said, her brilliant blue eyes narrowing in disappointment. "You, dear, are most certainly the evil queen. I would not forget a face like yours, and I'd never forget the voice of the most insidious blasphemer. The woman who imitated me to fool a mermaid into giving up her beautiful tail!" A current jolted through her arm, and with dizzying fear, she realized that the eel that had wrapped itself around her was electric.

Sadko looked at her with a curiosity that she couldn't satisfy. Regina steeled herself and addressed Ursula: "I'm here for the princess, not any other reason. If you have a grievance with me, leave her out of it."

The sea goddess let out a laugh that was as musical and dark as a siren's call. "My sweet, innocent Evil Queen. You truly are as a child." Her expression turned dark and her long, black tentacle tightened its grip on her tail. "You will never see sunlight again. You will never feel land beneath your feet. And you will never see your precious princess again."

Sadko spoke up, his voice laced with fear. "Queen Ursula, please show mercy," he pleaded, his voice quiet and his head bent. "Whatever Regina did, it could not have been intentional. She's a kind human, I've seen it with my own eyes."

Regina felt hope spring up. Maybe Sadko speaking for her would help.

"A merman pleads for you in my court, Regina," the queen said. "What does he have to say?"

Sadko looked up, his eyes locking onto Regina's. "I saw her on the beach with a dying starfish. She scooped it up and returned it to its place in the sea. She showed mercy to one of your subjects when she could have left it to die."

Regina struggled to remember what he was talking about, but then remembered what he'd called her when they'd first met: 'the girl with the starfish.' How had he known about that? She looked to Ursula to gauge her reaction. To her surprise, the goddess actually looked like she was considering this piece of information.

"Now, that is interesting," Ursula said slowly, studying Regina with cold eyes. "Perhaps I shall show this sorceress mercy."

She could hardly believe her ears. Sadko breathed a sigh of relief. "Thank you, your highness," he said.

"My dear, it is nothing," Ursula said with the airy graciousness of a monarch. "You are a loyal subject, and I see that your heart is true. And although you have been fooled by the wiles of this… girl," she said, her face betraying a look of contempt, "I shall grant your wish. This evil girl will see her princess one last time before she dies."

Regina jolted and began to struggle away from Ursula's tentacle. Before she could get away, one long appendage wound around her waist and another wrapped around her tail. "You, my sweet Sadko, have been involved in something far greater than yourself. I shall honor you with a position of importance when I am through."

Regina looked back at the merman, who looked absolutely horrified at the outcome of his request. His sorrowful expression was the last she saw before a powerful current of electricity made its way through her body, and the world went black around her.

* * *

"Regina. Regina," a soft, familiar voice penetrated the darkness. Regina opened her eyes slowly, her head pounding when she saw the soft glow of light.

"Ugh," she groaned, rolling over onto her back and covering her eyes with her arm.

"Regina, you need to stay awake." Regina jolted once she finally realized who the voice belonged to.

"Emma!" she cried, lunging toward the princess but unable to move as far as she wanted to. She realized that she was no longer in the water, and that her tail had become useless.

"Where the hell did you get a tail?" Emma asked, scooting closer to Regina so she wouldn't have to struggle.

"That's not important right now," Regina breathed, feeling a great comfort despite the knowledge that Ursula could kill her at any moment. Just knowing that Emma was alive, that her journey hadn't been for nothing, made her feel so relieved that she wanted to pass out.

"Hey kid, you need to stay awake," Emma said firmly. "We've got problems."

Regina groaned. "We need to get you out of here," she told Emma, trying to stick to her goal. "Wait. Where are we? Are we on land?"

Emma sighed and helped Regina sit up, letting the younger girl lean on her. "Not exactly. This is a prison cell just for humans. Or 'land dwellers'," she said sarcastically.

Regina was finally able to focus her eyes and look at her surroundings. They were in a prison cell, but not a kind of prison she'd ever seen before. They were in a small, dark room, encased by a large bubble of air. "Are we going to run out of oxygen?" Regina asked.

"No, I don't think so," Emma said with a sigh. "I think we both screwed up big time, kid."

"What?" she asked, turning to face the princess. "No, you didn't screw up, Emma. This is all my fault. I should never have drawn you out into the water."

Emma scoffed. "What are you talking about? There's no way you could have known this would happen."

Regina flushed with shame. "That's not exactly true," she confessed. "I was warned about this. Someone told me not to let you into the water and I just forgot all about it," she sighed.

"What? Who told you that?" Emma asked suspiciously.

Regina took a deep breath and told her about Sadko. She told how he had saved her from the cliff and given her a warning (she left out the kissing part), how she had made a deal with Rumplestiltskin to obtain a magical bracelet that would give her a tail, and how Sadko had helped her find her way to the palace to save her.

Emma was quite for a moment before she let out a wry laugh. Regina frowned. "What's funny?" she asked.

The princess sighed and shook her head. "Regina, you are one hell of a girl," she said with a smile. "You came all the way here to save me. But I have something to tell you. You're not the only one Rumple visited."

Regina stared, wide-eyed. "What?"

"He came here last night. We made a deal," she said with a frown. Well, now Regina knew why Emma hadn't been angry that she'd made a deal with the imp—she was guilty of the same crime.

"What deal?" she asked.

Emma waved her hand. "He wants a piece of land next to the castle. I let him have it."

Regina raised an eyebrow. "That's… kind of a lame deal," she chuckled. "I thought Rumplestiltskin was… evil?"

Emma rolled her eyes. "He's not as threatening these days. Not to me," she said. "I didn't want you making deals with him because… you know. But he won't do anything to Henry's family."

"Why not?"

"You don't know the whole story yet. But Rumplestiltskin in Henry's grandfather."

"Whaaat?" Regina breathed as if someone had punched her in the gut.

"Not important right now," Emma said quickly. "I'll explain it all, I promise."

"Okay, okay," Regina said, covering the bridge of her nose and taking a deep breath.

"In exchange for the land, he gave me a spell to cast. A way out of here." Emma dug through the pocket of her gown and held out a shiny black stone, perfectly round and smooth. "I've been gathering all the energy I can to get out of here."

"You're going to cast a spell?" Regina asked. "How?"

Emma shrugged. "I'm a little bit magical," she explained. "Kinda."

"Why didn't he just take you out of here himself?" Regina cried, exasperated.

"That's Mr. Gold for you," the princess mumbled. She closed her fingers around the stone and faced her young charge. "I think I can get both of us out of here. What do you say?"

Regina hesitated. "But… I don't know if Sadko is safe," she said with a frown. Ursula seemed to take a liking to him, but she couldn't be sure.

"Sadko," Emma repeated. "He's a mermaid. Er, merman. Maybe she won't hurt him?"

Both women frowned at this statement. Ursula had proven to be kind of crazy, and really dangerous. There was no telling what would happen if they left.

"You should use the stone for yourself," Regina said, "Sadko and I can get out of here on our own."

"No freaking way," Emma scoffed. "How irresponsible do you think I am? I'm thankful to the guy for sure, but I'd rather get you out of here safely. He has a better chance than the two of us combined."

"I don't think so," she said, shaking her head. She couldn't just leave Sadko like that, not after all he'd done for her. "I have to make sure he's okay."

"Okay," Emma breathed, closing her eyes. "If you can get him to come with us by the time we leave, I'll try to take him too. I just need to concentrate. I'm not great at the magic thing."

Regina nodded and shut her mouth, and scooted away to give her room to focus. For a few minutes, the only sound was Emma's deep breathing.

Regina caught a glimpse of something moving outside of the air bubble. An eel. "Ursula's here," she whispered to Emma, "just keep concentrating."

The goddess's voice rang out through the water and into their cell. "Now, Evil Queen, you have had your chance to see your princess. You must come out here and face punishment for the wrongs you have done to my people." This was said not with an angry or vengeful tone, but with the airy voice of a careless queen.

"Yes, Queen Ursula. But please, promise me you won't hurt Sadko," Regina said, gathering her courage and trying to stall for Emma, who was currently in deep concentration.

"Oh, my dear girl," the goddesses voice was lilting and musical. "Your concern for him is sweet, but he is not yours to worry about. He will be punished according to his own crimes."

"What crimes?" the young girl asked incredulously. "But you said… you told him you'd give him a 'position of importance'!"

"His crimes are many, and they are all to do with you," the queen said. "How do you think he knew where the princess was?"

"What are you talking about?" Regina asked with a frown.

"He was the one who led you here, was he not? How do you think he knew where to take you?"

Regina didn't answer right away. It was true that Sadko had known exactly where to lead her. In fact… he had warned her about this on the very night they'd met.

"Poor Sadko," Ursula's voice rang out, "he knew all along. His home was near the shore where you stayed. I was the one who told him of the humans that littered his beach."

Emma opened her eyes for a moment, as if she were surprised to hear this bit, but shut them tight again and returned to meditating. Regina answered, "How could Sadko know what you were going to do?"

"I visited him," Ursula said simply. "I warned him of the ugly humans who were staying near him. I told him that I wanted to kill both of you."

Regina's mind was racing. What did it all mean? Had Sadko been planning on selling her out the whole time? But no—he'd given her warnings. That meant that he was on her side... right? "Sadko didn't do anything wrong," she defended.

"Oh, but he did," Ursula's eels were now swimming in circles around their cage of air as if they were excited at the prospect of frying her. "First, he saved you when you could have drowned and been out of my way. Then, he warned you of the danger you were in. And when I finally had your princess in my grasp, he guided you to this palace to help you save her. Yes, poor Sadko is in grave danger, now."

"Forget about Sadko," Regina demanded, eyeing the eels that seemed to be staring at her. "I was at the beach every day. Why didn't you just drag me under then? You could have killed me a long time ago."

"Oh, yes I could have," Ursula said gleefully. "But the world revolves not around you, Evil Queen. I wanted the both you and princess—and the princess rarely came into the water."

"What do you want with us?" she asked, eyeing Emma, who was suddenly surrounded in a warm glow. Her magic was working. "Why kill us?"

"A sacrifice must be made," the queen's voice suddenly turned deeper, and a black shadow was cast into the cave. "I plan you kill you both and steal your magical essence. With all of our magic combined, I will reach out past the borders of my realm." Her voice grew deeper and more sinister with every word, "I will rule not only the sea, but the land as well."

"She's crazy," Regina muttered, as if this realization had finally dawned on her. Sadko was in serious danger. She took a glance at Emma, whose eyes were shut tight. She was glowing brightly with a warm, pure magic. "Emma, do you have enough to get to the beach?" she asked, and the princess looked up.

"Not enough for all three of us, not yet," she replied.

"Don't worry about me," Regina said. "I'm going to get Sadko. You'd better go now."

"Regina, no," Emma said firmly. "Don't do anything stupid."

"Just keep concentrating," Regina instructed, "and if I'm not back in time, just get out of here and I'll meet you later!" She ignored Emma's yells as she launched herself out of the chamber and through the barrier of air. The eels that had been circling clearly did not expect her sudden movement and they scurried out of the way.

"Come meet your fate, Evil Queen," a dark voice thundered, but the girl used her strong tail to fly past the eels and outrun the dark shadow that was racing to overtake her. She couldn't see Ursula, but she could feel her everywhere—behind her, above her, almost touching her.

"Sadko!" She yelled as loud as she could, her eyes searching for him. She saw the glint of his silver trident on the ground and she immediately set course for it. She picked it up and looked wildly around.

"Regina," his voice called out, and she turned her head in his direction.

"Sadko," she said swimming toward him. He was trapped in a similar cell to the one she and Emma had inhabited, but this one was full of water and the barrier was made of metal, not air. He wrapped his hands around the prison bars.

"Escape, Regina," he told her, "Ursula will kill you if you don't."

"Not going without you," she said, grasping the metal bars and shaking them to see if they would give. She frowned when her plan didn't work—it would have been too easy, anyway. Still, she didn't have any better ideas so she continued to shake them to see if they would loosen. "Ursula's about to catch me. Is there anything we can do to escape? Any magic?"

"My magic doesn't work here," he said quickly. "Go, Regina! You must leave," he urged, his voice sounding desperate.

"Not without you," she repeated through gritted teeth, clenching the prison bars and pulling them tight. She was beginning to get frustrated. She needed these bars to cooperate! "As soon as I get you out, we're swimming to where Emma is. She has magic that'll take us somewhere safe," she grunted, feeling a fire burn in her chest as she struggled against the bars.

"It's impossible," he replied. "You'll never be able to get me out. Now go, go!"

She ignored him and continued twisting and pulling at the bars with all her might. A thought occurred to her—she used to be a powerful sorceress. Maybe, if she could focus, she could perform a spell to get him out of there. "You'll have to escape with us, because Ursula is going to kill you," she said.

"She'll find me no matter where I am," he said gravely. "She is the queen of the ocean. She _is_ the ocean. No matter where I hide, she'll find me."

Regina stopped struggling with the bars for a moment and looked up at him with a hysterical grin. "Not if you're on land," she said, and with a burst of wild magic, the bars were blasted apart. It wasn't neat or clean, but it was a way out. She grabbed his trident with one hand and his arm with the other.

"Regina, no," he said, surprising her by shaking from her grip. "I can't live on land," he said, his eyes wide with fear of the unknown.

"If I can live in the sea, you can live on land," she said quickly, amazed that he was resisting his one way out. "You'll die if you stay here, Sadko!"

"I can't go with you," he replied, sounding sad and desperate, as if living on land were a fate worse than death.

"Escape with me, please!" she begged. She couldn't let him die, not after they had gotten this far. Not after all he'd done for her.

"I'd rather die in the sea than live on land," he said quietly. "I'm sorry."

Ursula's shadow suddenly overtook them, and the great sea goddess had finally appeared in her full glory. She was an amazing sight—her black tentacles slithering here and there, her long white hair loose from its bindings.

"Your fate is sealed," the queen's voice echoed throughout the hall. "Today, Evil Queen, you die!"

Regina looked at Sadko, who, even in his last moments, was trying to protect her by pulling her behind him.

The world seemed to slow down for a moment. And as the slithering black tentacles reached for her, she made a decision.

With an unpracticed arm, she used the trident to stab at one of the great black appendages that were slithering toward them. She grabbed Sadko and yanked him out of the way, dragging him with her with all of her might.

Ursula's angry screams seemed to shake the whole palace, but Regina knew better than to think that she'd been defeated. She swam as quickly as she could toward the prison cell of air where Emma sat, Sadko in tow.

But she felt him resist. "I cannot go!" he cried, trying to shake loose from her grip.

"You have to!" she yelled, her frustration reaching a dangerous peak. She'd never been so frightened, angry, or amazed in all her life.

"I belong in the sea," he whispered, as if he were saying a prayer. She almost didn't hear him over the sea queen's insane shrieks.

He wriggled and twisted his way out of her grip. "Save yourself," he told her as she clung to him helplessly. He was strong, too strong. In the end, he had the advantage. He was a natural mermaid and he'd been swimming his whole entire life—she was just a human with a weak, borrowed tail. At this rate, her chances of taking him by force were slim.

There was only one more thing she could do, and it was dangerous. But it was their only chance.

Regina took off the bracelet that had granted her a tail and slapped it on his wrist.

Immediately she could feel her tail split in two, and with no small amount of guilt, she heard him cry out as his tail turned into legs.

He stood no chance against her without his tail, and he hardly knew how to use the legs that she'd given him. She pulled him along with ease, holding her breath now as she swam towards Emma's prison cell. She could no longer hear Ursula's screams, but she could feel the water vibrate as the goddess swam toward them at an alarming speed.

Regina burst through the air prison and landed back in Emma's call with Sadko in tow.

Emma was now completely enveloped in a bright, white beam. Regina grasped onto Emma's outstretched hand and felt herself being pulled through space and light. She didn't let go of Sadko the entire time.

* * *

They wound up on the beach beside the cottage, sopping wet.

Emma let out a loud, victorious yell. "Take that, bitch!" she cried, collapsing onto the sand and rolling over to make sure Regina was there.

"We did it," the girl said in amazement, still clinging on to Sadko's hand. "We made it! Ha!"

Emma and Regina both laughed for a moment, gasping and giggling until tears were in their eyes, riding the last traces of adrenaline.

Regina looked over at the merman whose hand she was holding. He laid next her, limp as a noodle with a despondent look in his eyes. "Sadko," she said, squeezing his hand and sitting up to look at him.

Blank eyes shifted to look at her face. He didn't say a word.

"Oh, he's naked," Emma said suddenly. Regina flushed and let go of his hand, embarrassed. She hadn't even noticed, but yes, he was completely bare.

She looked down at herself to make sure that she was decent. Sure enough, she was clad in the bathing suit she'd been wearing when she'd first slapped on the bracelet. Before they could do anything about Sadko's nudity, though, they were interrupted by cries coming from the cottage.

"Emma! Regina!" the voices of Charming and Snow White called. Three figures came running towards them: the king, the queen, and poor Agnes, who looked just about ready to cry.

Emma scrambled up to meet her parents. "Oh Emma, we were so worried!" Snow cried. "Are you two okay?"

"We're fine," Emma said with a smile. "We're probably not going to go swimming anytime soon, though."

A low, strangled sob came from Sadko's throat at that very moment, and it shot straight through Regina's heart. Everyone stopped talking and looked at him.

"What happened?" Agnes whispered loud enough for all to hear.

Regina frowned and took his hand again. "Sadko," she whispered, trying not to feel such horrible guilt when she looked upon his sad face. She'd saved him; she'd done the right thing. So why did she feel so awful?

Sadko shook her hand away and sat up, a look of pure grief upon his face. He was staring at his legs as if the worst thing in the whole world had happened to him, and then he looked at the bracelet that Regina had given him. He tried to take it off, but he couldn't, and Regina suddenly remembered that the bracelet was under her control. He couldn't take it off unless she allowed it.

"Let's get you dressed," Charming said quietly, placing his light coat over Sadko's shoulders. Sadko didn't seem to care at all that he was naked on the beach in front of strangers. He simply stared out to the sea and cried.

* * *

**A/N:**

Poor Sadko! Poor Regina! But they're alive, right? :)

I'd really like reactions to this chapter! I seriously had so much fun writing it. I don't usually write action scenes, so I hope I did okay!

Please review! I'm always open to suggestions!


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